Form 4: Crain Timothy Price reports sale transactions in LUNR

Rhea-AI Filing Summary

Crain Timothy Price II reported open-market sale transactions in a Form 4 filing for LUNR. The filing lists transactions totaling 23,226 shares at a weighted average price of $17.44 per share. Following the reported transactions, holdings were 359,726 shares.

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

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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).

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^*

Crain Timothy Price II

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP & Chief Technology Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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	02/11/2026		S(1)		23,226	D	$17.436	359,726	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

Explanation of Responses:

1. The sale reported herein represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units. The sale does not represent a discretionary transaction by the Reporting Person.

	/s/ Steven Vontur, Attorney-in-Fact	02/13/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transaction did Intuitive Machines (LUNR) report for Timothy Price Crain II?

Timothy Price Crain II reported selling 23,226 shares of Intuitive Machines Class A common stock. The shares were sold at $17.436 each to cover tax withholding obligations related to vesting restricted stock units, and the transaction was not a discretionary sale decision by him.

At what price were the Intuitive Machines (LUNR) shares sold in this Form 4?

The reported shares of Intuitive Machines Class A common stock were sold at $17.436 per share. This sale was executed to satisfy tax withholding obligations tied to restricted stock unit vesting, rather than as an elective sale in the open market by the executive.

How many Intuitive Machines (LUNR) shares does Timothy Price Crain II own after the sale?

After the reported transaction, Timothy Price Crain II directly owned 359,726 shares of Intuitive Machines Class A common stock. This remaining stake reflects his holdings following the 23,226-share sale executed to cover tax withholding on vesting restricted stock units.

Was the Intuitive Machines (LUNR) insider sale a discretionary transaction?

No, the sale was not a discretionary transaction by Timothy Price Crain II. The footnote explains the shares were sold solely to cover tax withholding obligations associated with the vesting of restricted stock units, indicating it was an automatic, tax-driven sale.

What is Timothy Price Crain II’s role at Intuitive Machines (LUNR)?

Timothy Price Crain II serves as senior vice president and chief technology officer at Intuitive Machines. His Form 4 filing reflects insider ownership and a tax-related sale connected to equity compensation, rather than a change in his executive position or responsibilities at the company.

What type of security was involved in the Intuitive Machines (LUNR) Form 4 transaction?

The transaction involved Intuitive Machines Class A common stock. An executive sold 23,226 shares at $17.436 per share to satisfy tax withholding obligations arising from the vesting of restricted stock units, and continued to hold 359,726 shares directly after the sale.