Intuitive Machines (LUNR) insider entities exercise units, sell 141,909 Class A shares
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Intuitive Machines, Inc. insider entities reported an exercise-and-sell transaction involving Class A Common Stock. Entities associated with Dr. Kamal Ghaffarian redeemed 141,909 Common Units of Intuitive Machines, LLC into 141,909 shares of Class A Common Stock at a conversion price of $0.00 per share, with a corresponding 141,909 shares of Class C Common Stock cancelled for no consideration.
Ghaffarian Enterprises, LLC then sold 102,945 Class A shares at a weighted average price of $23.0251 and 38,964 Class A shares at a weighted average price of $23.6525, both as open‑market sales under a Rule 10b5-1 trading plan adopted on December 4, 2025. Following these transactions, Ghaffarian Enterprises, LLC holds 3,494,768 shares of Class A Common Stock, and affiliated entities hold significant additional Common Units and Class C shares that are exchangeable into Class A on a one‑to‑one basis.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Net Seller: 141,909 shares ($3,291,915)
Net Sell
6 txns
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
141,909 shs ($3.29M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Common Units | 141,909 | $0.00 | -- |
| Exercise | Class A Common Stock | 141,909 | $0.00 | -- |
| Disposition | Class C Common Stock | 141,909 | $0.00 | -- |
| Sale | Class A Common Stock | 102,945 | $23.0251 | $2.37M |
| Sale | Class A Common Stock | 38,964 | $23.6525 | $922K |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Units — 35,639,630 shares (Indirect, See footnotes);
Class A Common Stock — 3,636,677 shares (Indirect, See footnotes);
Class C Common Stock — 35,639,630 shares (Indirect, See footnotes);
Class A Common Stock — 146,092 shares (Direct)
Footnotes (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) 33,149,429 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 $22.39 to $23.38, 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 $23.39 to $24.07, 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.
Key Figures
Units exercised: 141,909 Common Units
Shares sold block 1: 102,945 shares at $23.0251
Shares sold block 2: 38,964 shares at $23.6525
+5 more
8 metrics
Units exercised
141,909 Common Units
Redeemed into Class A Common Stock at $0.00 per share
Shares sold block 1
102,945 shares at $23.0251
Class A Common Stock open‑market sale on April 6, 2026
Shares sold block 2
38,964 shares at $23.6525
Class A Common Stock open‑market sale on April 6, 2026
Net shares sold
141,909 shares
Net sell direction from transaction summary for April 6, 2026
Class A shares held
3,494,768 shares
Class A Common Stock held by Ghaffarian Enterprises, LLC after transactions
Common Units GM Enterprises
2,241,121 Common Units and Class C shares
Held of record by GM Enterprises, LLC following the transactions
Common Units KG Parent
249,080 Common Units and Class C shares
Held of record by Intuitive Machines KG Parent, LLC after transactions
Common Units Ghaffarian Enterprises
33,149,429 Common Units and Class C shares
Held of record by Ghaffarian Enterprises, LLC following transactions
Key Terms
Common Units, Class C Common Stock, Rule 10b5-1 plan, weighted average price, +2 more
6 terms
Common Units financial
"The Common Units of Intuitive Machines, LLC may be redeemed for shares"
Common units are the basic ownership stakes in a company, limited partnership, or trust that function like common stock: they give holders a claim on profits and often voting rights. Think of them as the ordinary seats at a table—the most directly affected by the business’s success or failure, so they typically offer higher upside but carry greater risk than preferred claims or creditors, which matters to investors evaluating potential return and safety.
Class C Common Stock financial
"shares of Class C Common Stock equal to the number of Common Units"
A class C common stock is a type of company share that usually represents ownership but often carries limited or no voting power compared with other share classes. For investors, that matters because it can affect influence over company decisions and sometimes the stock’s price or dividend priority — think of it as owning a ticket to the same event but in a section with less say in how the event is run.
Rule 10b5-1 plan regulatory
"sales reported herein were effected pursuant to a Rule 10b5-1 plan"
A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.
weighted average price financial
"The price reported in Column 4 is a weighted average price"
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
beneficial ownership financial
"may be deemed to share beneficial ownership of the securities reported herein"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
disclaims beneficial ownership financial
"but disclaims beneficial ownership except to the extent of his pecuniary interest"
FAQ
What insider transactions did Intuitive Machines (LUNR) report in this Form 4?
Entities affiliated with Dr. Kamal Ghaffarian exercised 141,909 Common Units into 141,909 shares of Class A Common Stock at $0.00, then sold the same 141,909 Class A shares in two open‑market transactions at weighted average prices of $23.0251 and $23.6525.
Were the Intuitive Machines (LUNR) insider sales pre-planned under a Rule 10b5-1 plan?
Yes. A footnote explains the sales were effected pursuant to a Rule 10b5-1 trading plan adopted by Ghaffarian Enterprises, LLC on December 4, 2025. Such plans pre‑schedule trades, making the timing more routine rather than discretionary for the insider entity.
What are the remaining Intuitive Machines (LUNR) holdings after these transactions?
After the reported trades, Ghaffarian Enterprises, LLC holds 3,494,768 Class A Common shares. Footnotes add that affiliated entities hold 2,241,121 and 249,080 Common Units and corresponding Class C shares, plus additional Common Units and Class C shares at Ghaffarian Enterprises, LLC, all exchangeable one‑for‑one into Class A.
What is the relationship between Intuitive Machines Common Units, Class C, and Class A Common Stock?
Footnotes state each Common Unit of Intuitive Machines, LLC can be redeemed, at the holder’s discretion, for one share of Intuitive Machines, Inc. Class A Common Stock, and that a matching number of Class C Common shares are automatically cancelled for no consideration upon each such redemption.