CFO of 908 Devices (NASDAQ: MASS) awarded RSUs, options and sells shares

Rhea-AI Filing Summary

908 Devices Inc. Chief Financial Officer Joseph H. Griffith IV reported a mix of equity grants, vesting and a tax-related sale. On February 1, 2026, several tranches of RSUs vested and settled into 5,102, 10,306, 11,260 and 43,473 shares of common stock. On February 2, 2026, he received 121,164 new RSUs and a stock option for 52,967 shares with a $6.19 exercise price. That same day, he sold 23,175 shares at a weighted average of $6.18 solely to cover tax withholding triggered by the RSU vesting, under a required “sell to cover” arrangement. After these transactions, he directly held 139,896 shares of common stock.

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^*

Griffith Joseph H. IV

(Last) (First) (Middle)

C/O 908 DEVICES INC.

44 3RD AVENUE

(Street)

BURLINGTON MA 01803

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
908 Devices Inc. [ MASS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/01/2026

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
Common Stock	02/01/2026		M		5,102	A	(1)	98,032	D
Common Stock	02/01/2026		M		10,306	A	(1)	108,338	D
Common Stock	02/01/2026		M		11,260	A	(1)	119,598	D
Common Stock	02/01/2026		M		43,473	A	(1)	163,071	D
Common Stock	02/02/2026		S(2)		23,175	D	$6.18(3)	139,896	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
Restricted Stock Units	(1)	02/01/2026		M			5,102	(4)	(4)	Common Stock	5,102	$0	0	D
Restricted Stock Units	(1)	02/01/2026		M			10,306	(5)	(5)	Common Stock	10,306	$0	10,306	D
Restricted Stock Units	(1)	02/01/2026		M			11,260	(6)	(6)	Common Stock	11,260	$0	22,521	D
Restricted Stock Units	(1)	02/01/2026		M			43,473	(7)	(7)	Common Stock	43,473	$0	86,945	D
Restricted Stock Units	(1)	02/02/2026		A		121,164		(8)	(8)	Common Stock	121,164	$0	121,164	D
Stock Option (option to buy)	$6.19	02/02/2026		A		52,967		(9)	02/01/2036	Common Stock	52,967	$0	52,967	D

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive, at settlement, one share of Common Stock. This transaction represents the settlement of RSUs in shares of Common Stock on their scheduled vesting date.

2. The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of RSUs. The sale is mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.105 to $6.35, inclusive. The reporting person undertakes to provide to Issuer, any security holder of 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 ranges set forth in this footnote.

4. These RSUs vest in four substantially equal annual installments at the four anniversary dates following February 1, 2022, subject to the reporting person's continued service through the applicable vesting date. The RSUs have no expiration date.

5. These RSUs vest in four substantially equal annual installments at the four anniversary dates following February 1, 2023, subject to the reporting person's continued service through the applicable vesting date. The RSUs have no expiration date.

6. These RSUs vest in four substantially equal annual installments at the four anniversary dates following February 1, 2024, subject to the reporting person's continued service through the applicable vesting date. The RSUs have no expiration date.

7. The RSUs shall vest one-third on February 1, 2026, with the remaining two-thirds vesting in two substantially equal annual installments at the two anniversary dates following February 1, 2026, subject to the reporting person's continued service through the applicable vesting date. The RSUs have no expiration date.

8. The RSUs shall vest one-third on February 1, 2027, with the remaining two-thirds vesting in two substantially equal annual installments at the two anniversary dates following February 1, 2027, subject to the reporting person's continued service through the applicable vesting date. The RSUs have no expiration date.

9. One-third of the shares underlying the option become vested and exercisable on February 1, 2027, and the remaining two-thirds of the shares underlying the option become vested and exercisable in substantially equal monthly installments over the 24 months following February 1, 2027, subject to the reporting person's continued service through the applicable vesting date.

	/s/ Mark S. Levine, Attorney-in-Fact	02/03/2026
	** Signature of Reporting Person	Date
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FAQ

What did 908 Devices (MASS) CFO Joseph H. Griffith IV report on this Form 4?

He reported RSU vesting into common shares, new equity awards, and a tax-related sale. Several RSU tranches converted into stock, he received additional RSUs and options, and sold shares only to cover withholding taxes after vesting.

How many new RSUs did the MASS CFO receive in the latest filing?

He received 121,164 new Restricted Stock Units (RSUs) on February 2, 2026. These RSUs vest one-third on February 1, 2027, with the remaining two-thirds vesting in two equal annual installments, subject to continued service, and have no expiration date.

What stock options were granted to the 908 Devices CFO in this Form 4?

He was granted a stock option for 52,967 shares at a $6.19 exercise price. One-third of these shares vest on February 1, 2027, with the remaining two-thirds vesting monthly over the following 24 months, contingent on continued service.

How many MASS shares did the CFO sell and at what price?

He sold 23,175 shares of common stock on February 2, 2026, at a weighted average price of $6.18. The sale covered tax withholding obligations from RSU vesting and was executed under a mandated “sell to cover” arrangement, not a discretionary sale.

Why was the 23,175-share sale by the MASS CFO characterized as non-discretionary?

The sale funded tax withholding obligations tied to RSU vesting and settlement. The issuer elected to satisfy withholding through a mandated “sell to cover” transaction, meaning the CFO did not choose to sell these shares for portfolio or valuation reasons.

What is the CFO’s resulting common stock ownership after these transactions?

After the reported transactions, the CFO directly owned 139,896 shares of 908 Devices common stock. This figure reflects RSU settlements into shares, the new tax-related share sale, and all other reported changes in his direct non-derivative holdings.

How do the existing RSU awards for the MASS CFO vest over time?

Several RSU grants vest in four equal annual installments following February 1 of 2022, 2023 and 2024, contingent on continued service. Newer RSU awards vest one-third on specific future February 1 dates, with remaining portions vesting annually thereafter.