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Intuitive Machines (LUNR) insider entity sells 283,818 Class A shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Intuitive Machines, Inc. reported that entities associated with Dr. Kamal Ghaffarian restructured and partially reduced their stake in Class A Common Stock. On March 24, 2026, they exercised 283,818 Common Units of Intuitive Machines, LLC into 283,818 shares of Class A Common Stock at a conversion price of $0.00 per unit, with an equal number of shares of Class C Common Stock automatically cancelled and returned to the issuer for no consideration.

On the same date, Ghaffarian Enterprises, LLC sold an aggregate of 283,818 Class A shares in multiple open‑market transactions at weighted average prices ranging from roughly $17.06 to $20.75 per share, under a pre‑arranged Rule 10b5‑1 trading plan adopted on December 4, 2025. After these transactions, affiliated entities continued to hold large positions, including more than 33 million Common Units and Class C shares and approximately 3.49 million Class A shares at Ghaffarian Enterprises, LLC, plus additional units and shares at GM Enterprises, LLC and Intuitive Machines KG Parent, LLC.

Dr. Ghaffarian is the sole managing member or trustee of the entities holding these securities and may be deemed to share beneficial ownership, but he disclaims beneficial ownership except to the extent of his pecuniary interest.

Positive

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Negative

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Insider Ghaffarian Kamal Seyed, Ghaffarian Enterprises, LLC, GM Enterprises, LLC, Intuitive Machines KG Parent, LLC
Role Director, 10% Owner | 10% Owner | 10% Owner | 10% Owner
Sold 283,818 shs ($5.33M)
Type Security Shares Price Value
Exercise Common Units 283,818 $0.00 --
Exercise Class A Common Stock 283,818 $0.00 --
Disposition Class C Common Stock 283,818 $0.00 --
Sale Class A Common Stock 67,589 $17.7966 $1.20M
Sale Class A Common Stock 135,021 $18.5863 $2.51M
Sale Class A Common Stock 51,099 $19.6962 $1.01M
Sale Class A Common Stock 30,109 $20.343 $613K
holding Class A Common Stock -- -- --
Holdings After Transaction: Common Units — 35,781,539 shares (Indirect, See footnotes); Class A Common Stock — 3,778,586 shares (Indirect, See footnotes); Class C Common Stock — 35,781,539 shares (Indirect, See footnotes); Class A Common Stock — 146,092 shares (Direct)
Footnotes (1)
  1. The Common Units of Intuitive Machines, LLC may be redeemed for shares of the Issuer's Class A Common Stock on a one-to-one basis at the discretion of the holder. The Common Units do not expire. Upon the redemption of any Common Units, a number of shares of Class C Common Stock equal to the number of Common Units that are redeemed will automatically be cancelled for no consideration. Following the transactions reported herein, represents (i) 2,241,121 Common Units and shares of Class C Common Stock held of record by GM Enterprises, LLC, (ii) 249,080 Common Units and shares of Class C Common Stock held of record by Intuitive Machines KG Parent, LLC and (iii) (x) 33,291,338 Common Units and shares of Class C Common Stock and (y) 3,494,768 shares of Class A Common Stock held of record by Ghaffarian Enterprises, LLC. Kamal Ghaffarian is the sole managing member of GM Enterprises, LLC and Intuitive Machines KG Parent, LLC, and is the sole trustee of a revocable trust that is the sole member of Ghaffarian Enterprises, LLC. As a result, Dr. Ghaffarian may be deemed to share beneficial ownership of the securities reported herein, but disclaims beneficial ownership except to the extent of his pecuniary interest therein. The sales reported herein were effected pursuant to a Rule 10b5-1 plan adopted by Ghaffarian Enterprises, LLC on December 4, 2025. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.06 to $18.05, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.055 to $19.05, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.06 to $20.05, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.06 to $20.75, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
SEC Form 4
FORM 4UNITED 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
Estimated average burden
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).
X
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*
Ghaffarian Kamal Seyed

(Last)(First)(Middle)
5937 SUNNYSLOPE DRIVE

(Street)
NAPLES FLORIDA 34119

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Intuitive Machines, Inc. [ LUNR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/24/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock03/24/2026M283,818A(1)3,778,586ISee footnotes(2)(3)
Class C Common Stock03/24/2026D283,818D(1)35,781,539ISee footnotes(2)(3)
Class A Common Stock03/24/2026S(4)67,589D$17.7966(5)3,710,997ISee footnotes(2)(3)
Class A Common Stock03/24/2026S(4)135,021D$18.5863(6)3,575,976ISee footnotes(2)(3)
Class A Common Stock03/24/2026S(4)51,099D$19.6962(7)3,524,877ISee footnotes(2)(3)
Class A Common Stock03/24/2026S(4)30,109D$20.343(8)3,494,768ISee footnotes(2)(3)
Class A Common Stock146,092D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Common Units(1)03/24/2026M283,818 (1) (1)Class A Common Stock283,818(1)35,781,539ISee footnotes(2)(3)
1. Name and Address of Reporting Person*
Ghaffarian Kamal Seyed

(Last)(First)(Middle)
5937 SUNNYSLOPE DRIVE

(Street)
NAPLES FLORIDA 34119

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Ghaffarian Enterprises, LLC

(Last)(First)(Middle)
801 THOMPSON AVENUE

(Street)
ROCKVILLE MARYLAND 20852

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
GM Enterprises, LLC

(Last)(First)(Middle)
801 THOMPSON AVENUE

(Street)
ROCKVILLE MARYLAND 20852

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Intuitive Machines KG Parent, LLC

(Last)(First)(Middle)
801 THOMPSON AVENUE

(Street)
ROCKVILLE MARYLAND 20852

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. The Common Units of Intuitive Machines, LLC may be redeemed for shares of the Issuer's Class A Common Stock on a one-to-one basis at the discretion of the holder. The Common Units do not expire. Upon the redemption of any Common Units, a number of shares of Class C Common Stock equal to the number of Common Units that are redeemed will automatically be cancelled for no consideration.
2. Following the transactions reported herein, represents (i) 2,241,121 Common Units and shares of Class C Common Stock held of record by GM Enterprises, LLC, (ii) 249,080 Common Units and shares of Class C Common Stock held of record by Intuitive Machines KG Parent, LLC and (iii) (x) 33,291,338 Common Units and shares of Class C Common Stock and (y) 3,494,768 shares of Class A Common Stock held of record by Ghaffarian Enterprises, LLC.
3. Kamal Ghaffarian is the sole managing member of GM Enterprises, LLC and Intuitive Machines KG Parent, LLC, and is the sole trustee of a revocable trust that is the sole member of Ghaffarian Enterprises, LLC. As a result, Dr. Ghaffarian may be deemed to share beneficial ownership of the securities reported herein, but disclaims beneficial ownership except to the extent of his pecuniary interest therein.
4. The sales reported herein were effected pursuant to a Rule 10b5-1 plan adopted by Ghaffarian Enterprises, LLC on December 4, 2025.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.06 to $18.05, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.055 to $19.05, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.06 to $20.05, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.06 to $20.75, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
Kamal Ghaffarian, By: /s/ Anna Jones, Attorney-in-Fact03/26/2026
Ghaffarian Enterprises, LLC, By: Kamal Ghaffarian, trustee of its sole member, By: /s/ Anna Jones, Attorney-in-Fact03/26/2026
GM Enterprises, LLC, By: Kamal Ghaffarian, trustee of its sole member, By: /s/ Anna Jones, Attorney-in-Fact03/26/2026
Intuitive Machines KG Parent, LLC, By: Kamal Ghaffarian, trustee of its sole member, By: /s/ Anna Jones, Attorney-in-Fact03/26/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)
Intuitive Machines Inc

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