Inspirato (ISPO) CEO Purchases Shares; Affiliated Entity Holds Material Stake

Rhea-AI Filing Summary

Inspirato Inc. director and CEO Payam Zamani reported purchases of Class A common stock on August 18-19, 2025. He acquired 3,000 shares on 08/18/2025 at a weighted average price of $3.15 and 3,000 shares on 08/19/2025 at a weighted average price of $3.01. The filing shows 1,143,000 and 1,146,000 shares beneficially owned following those reported transactions, and discloses a total of 4,284,928 shares of Class A common stock as beneficially owned in Table I, including 300,000 shares held by an affiliated entity controlled through One Planet Group LLC. The filing states Mr. Zamani, as President and CEO of One Planet Group, has voting and dispositive power over those affiliated shares.

Positive

• CEO purchased shares (6,000 total) demonstrating insider buying at $3.01–$3.15
• Clear disclosure of beneficial ownership, including affiliation with One Planet Group and share counts

Negative

• Concentration of voting and dispositive power via One Planet Group over 3,984,928 shares, which may centralize control

Insights

Financial Analyst

TL;DR: Insider purchases were small but the filing confirms significant indirect ownership and control via an affiliated entity.

The reported open-market purchases of 6,000 Class A shares at prices around $3.01–$3.15 are immaterial to company market capitalization but signal personal buying activity by the CEO. More substantively, the Form 4 discloses a combined beneficial ownership of 4,284,928 Class A shares, clarifying an affiliated holding of 300,000 shares and that One Planet Group controls 3,984,928 shares. For investors, the material point is the concentration of voting and dispositive power, which can affect corporate governance and strategic outcomes even though the incremental purchases are small.

Corporate Governance Expert

TL;DR: The filing documents both personal purchases and substantial indirect control through an affiliated entity, relevant to governance oversight.

The Form 4 provides clear disclosure that Mr. Zamani, as CEO and President of One Planet Group, has voting and dispositive power over shares held by the affiliated entity. The breakdown—3,984,928 shares attributable to One Planet Group and 300,000 shares indirectly held—highlights potential influence concentration. This is material for governance assessments because it clarifies who holds decision-making authority, though the report does not indicate any change in board composition or new agreements.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Zamani Payam

(Last) (First) (Middle)

C/O INSPIRATO INCORPORATED

1544 WAZEE STREET

(Street)

DENVER CO 80202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Inspirato Inc [ ISPO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF EXECUTIVE OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	08/18/2025		P		3,000	A	$3.15(1)	1,143,000	D
Class A Common Stock	08/19/2025		P		3,000	A	$3.01(2)	1,146,000	D
Class A Common Stock								4,284,928(3)	I	See footnote (3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Reflects a weighted average sale price. These shares were purchased in multiple transactions at prices ranging from $2.9986 to $3.19, inclusive. The Reporting Person will provide, upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of common shares sold at each separate price.

2. Reflects a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $2.9986 to $3.0146, inclusive. The Reporting Person will provide, upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of common shares sold at each separate price.

3. The 4,284,928 shares of Class A common stock referenced in Box 5 includes 300,000 shares of Class A common stock that are held by an affiliated entity (the "Affiliated Entity") control by One Planet Group LLC ("One Planet Group"). In his capacity as President and CEO of One Planet Group, Mr. Zamani has voting and dispositive power over the securities that are held or controlled by one Planet Group. As a result, 3,984,928 shares of Class A common stock may be deemed to be directly beneficially owned by One Planet Group and indirectly beneficially owned by Mr. Zamani, while the 300,000 shares of Class A common stock described above may be deemed to be indirectly beneficially owned by both One Planet Group and Mr. Zamani.

Remarks:

	/S/ BRENT WADMAN, BY POWER OF ATTORNEY	08/19/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did Payam Zamani report for ISPO?

He purchased 3,000 shares on 08/18/2025 at a weighted average price of $3.15 and 3,000 shares on 08/19/2025 at $3.01.

How many ISPO shares does Payam Zamani beneficially own after these transactions?

The filing shows totals of 1,143,000 and 1,146,000 following the two transactions and discloses 4,284,928 shares of Class A common stock as beneficially owned in Table I.

What is the relationship between Payam Zamani and One Planet Group according to the Form 4?

He is President and CEO of One Planet Group and, in that capacity, has voting and dispositive power over securities held or controlled by One Planet Group.

Does the Form 4 disclose any derivative transactions for ISPO?

No derivative securities are reported in Table II; the filing lists only non-derivative Class A common stock transactions.

Are the reported purchase prices exact or weighted averages?

The filing states the prices are weighted averages and provides ranges: 08/18 purchases ranged $2.9986–$3.19; 08/19 purchases ranged $2.9986–$3.0146.