Ghaffarian entities trim Intuitive Machines (LUNR) stake via 141,909-share sale
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Intuitive Machines insider entities reported a mix of sales and conversions of Class A and Class C equity on June 29, 2026. Entities associated with Dr. Kamal Ghaffarian sold a total of 141,909 shares of Class A Common Stock in open-market transactions at weighted average prices of approximately $20–21 per share, executed under a pre-arranged Rule 10b5-1 plan adopted by Ghaffarian Enterprises, LLC. On the same date, 141,909 Common Units and an equal number of shares of Class C Common Stock were effectively converted into Class A Common Stock and the corresponding Class C shares were disposed of to the issuer for no consideration. After these transactions, Dr. Ghaffarian holds 153,526 shares of Class A Common Stock directly, with additional Class A shares and substantial Common Units and Class C Common Stock held indirectly through GM Enterprises, LLC and Ghaffarian Enterprises, LLC, over which he may be deemed to share beneficial ownership but which he disclaims except to the extent of his pecuniary interest.
Positive
- None.
Negative
- None.
Insights
Pre-planned sales and unit conversions look routine and proportionate.
Entities tied to Kamal Ghaffarian reported open-market sales of 141,909 shares of Intuitive Machines Class A stock around $20–$21 per share, alongside a matching conversion of Common Units and Class C shares into Class A. The derivativeSummary shows no remaining derivative positions from this block.
The filing notes these sales were executed under a Rule 10b5-1 plan adopted by Ghaffarian Enterprises, LLC on December 4, 2025, signaling pre-planned, programmatic selling rather than opportunistic timing. Following the transactions, the reporting structure still shows significant indirect holdings through GM Enterprises, LLC and Ghaffarian Enterprises, LLC, suggesting the activity represents a modest trim of a larger position.
Insider Trade Summary 10b5-1
Net Seller: 141,909 shares ($2,898,895)
Net Sell
6 txns
Insider
Ghaffarian Kamal Seyed, Ghaffarian Enterprises, LLC, GM Enterprises, LLC
Role
null | null | null
Sold
141,909 shs ($2.90M)
| 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 | 94,899 | $20.2426 | $1.92M |
| Sale | Class A Common Stock | 47,010 | $20.8018 | $978K |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Units — 34,788,176 shares (Indirect, See footnotes);
Class A Common Stock — 3,636,677 shares (Indirect, See footnotes);
Class C Common Stock — 34,788,176 shares (Indirect, See footnotes);
Class A Common Stock — 153,526 shares (Direct, null)
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 and (ii) (x) 32,547,055 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 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 $19.63 to $20.62, 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 $20.63 to $21.25, 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
Shares sold tranche 1: 47,010 shares at $20.8018
Shares sold tranche 2: 94,899 shares at $20.2426
Total shares sold: 141,909 shares
+5 more
8 metrics
Shares sold tranche 1
47,010 shares at $20.8018
Class A Common Stock open-market sale on June 29, 2026
Shares sold tranche 2
94,899 shares at $20.2426
Class A Common Stock open-market sale on June 29, 2026
Total shares sold
141,909 shares
Net open-market sales by associated entities
Direct Class A holdings
153,526 shares
Shares of Class A Common Stock held directly after transactions
Indirect Class A holdings
3,636,677 shares
Class A Common Stock held indirectly after derivative exercise
Units and Class C remaining
34,788,176 units/shares
Common Units and Class C Common Stock held indirectly after conversion
Units converted
141,909 units
Common Units redeemed for Class A Common Stock on June 29, 2026
Class C cancelled
141,909 shares
Class C Common Stock automatically cancelled for no consideration
Key Terms
Common Units, Class C Common Stock, Rule 10b5-1 plan, beneficial ownership, +1 more
5 terms
Common Units financial
"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"
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
"a number of shares of Class C Common Stock equal to the number of Common Units that are redeemed will automatically be cancelled"
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 financial
"The sales reported herein were effected pursuant to a Rule 10b5-1 plan adopted by Ghaffarian Enterprises, LLC on December 4, 2025."
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.
beneficial ownership financial
"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"
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.
weighted average price financial
"The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.63 to $20.62"
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.
FAQ
What insider transactions did Intuitive Machines (LUNR) report for June 29, 2026?
Intuitive Machines reported that entities associated with Kamal Ghaffarian sold 141,909 shares of Class A Common Stock and converted an equal number of Common Units and Class C shares into Class A stock on June 29, 2026, as disclosed in a Form 4 filing.
Was the Intuitive Machines (LUNR) insider sale 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 and less discretionary for the insider.
What happened to Intuitive Machines (LUNR) Common Units and Class C Common Stock?
On June 29, 2026, 141,909 Common Units were redeemed on a one-to-one basis for Class A Common Stock. At the same time, an equal number of shares of Class C Common Stock were automatically cancelled and disposed of to the issuer for no consideration, consistent with the LLC structure.