Intuitive Machines (LUNR) CEO plans and sells Class A shares in Form 4

Rhea-AI Filing Summary

Intuitive Machines CEO Stephen J. Altemus reported planned share sales tied to exchanges of LLC units into Class A stock. On January 2, 2026, he converted 83,914 Common Units of Intuitive Machines, LLC into the same number of Class A shares and an equal number of Class C shares were cancelled. The 83,914 Class A shares were then sold at a weighted average price of $18.0391 per share under a Rule 10b5-1 trading plan adopted on December 18, 2024.

On January 5, 2026, he similarly converted 416,086 Common Units into Class A shares, with an equal number of Class C shares cancelled, and sold 416,086 Class A shares at a weighted average price of $18.0845. After these transactions, he directly held 1,026,402 shares of Class A Common Stock and 12,842,213 Common Units, which are redeemable one-to-one for Class A shares at the holder’s discretion.

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

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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^*

Altemus Stephen J

(Last) (First) (Middle)

13467 COLUMBIA SHUTTLE STREET

(Street)

HOUSTON TX 77059

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Intuitive Machines, Inc. [ LUNR ]

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)
01/02/2026

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	01/02/2026		M		83,914	A	(2)	1,110,316	D
Class C Common Stock	01/02/2026		D		83,914	D	(2)	13,258,299	D
Class A Common Stock	01/02/2026		S(1)		83,914	D	$18.0391(3)	1,026,402	D
Class A Common Stock	01/05/2026		M		416,086	A	(2)	1,442,488	D
Class C Common Stock	01/05/2026		D		416,086	D	(2)	12,842,213	D
Class A Common Stock	01/05/2026		S(1)		416,086	D	$18.0845(4)	1,026,402	D

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
Common Units	(2)	01/02/2026		M			83,914	(2)	(2)	Class A Common Stock	83,914	(2)	13,258,299	D
Common Units	(2)	01/05/2026		M			416,086	(2)	(2)	Class A Common Stock	416,086	(2)	12,842,213	D

Explanation of Responses:

1. The sales reported herein were effected pursuant to a Rule 10b5-1 plan adopted by the reporting person on December 18, 2024.

2. 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.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.00 to $18.105, inclusive. The reporting person undertakes 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.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.00 to $18.26, inclusive. The reporting person undertakes 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.

	/s/ Steven Vontur, Attorney-in-Fact	01/06/2026
	** 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).
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FAQ

What insider activity did Intuitive Machines (LUNR) report in this Form 4?

The filing shows CEO Stephen J. Altemus converted Common Units of Intuitive Machines, LLC into Class A Common Stock on January 2 and January 5, 2026, and sold the resulting Class A shares in open-market transactions.

How many Intuitive Machines Class A shares did the CEO sell and at what prices?

He sold 83,914 shares of Class A Common Stock at a weighted average price of $18.0391 per share on January 2, 2026, and 416,086 shares at a weighted average price of $18.0845 per share on January 5, 2026.

Were the Intuitive Machines CEO’s share sales under a Rule 10b5-1 plan?

Yes. A footnote states that the sales were effected pursuant to a Rule 10b5-1 plan adopted by the reporting person on December 18, 2024.

What happens to Intuitive Machines’ Class C stock when Common Units are redeemed?

The filing explains that when Common Units of Intuitive Machines, LLC are redeemed for Class A Common Stock on a one-to-one basis, an equal number of Class C Common Stock shares are automatically cancelled for no consideration.

How many Intuitive Machines Class A shares does the CEO hold after these transactions?

Following the reported transactions, Stephen J. Altemus directly owned 1,026,402 shares of Intuitive Machines Class A Common Stock.

How many Intuitive Machines Common Units does the CEO still own after the conversions?

After the January 2026 conversions, he beneficially owned 12,842,213 Common Units of Intuitive Machines, LLC, which may be redeemed for an equal number of Class A shares at his discretion.

What price ranges did the Intuitive Machines shares trade in during the CEO’s sales?

For the January 2, 2026 sale, the weighted average price of $18.0391 reflects individual trades between $18.00 and $18.105. For the January 5, 2026 sale, the weighted average price of $18.0845 reflects trades between $18.00 and $18.26.