Form 4: John Rood Reports 327 RSUs Vesting, 116 Shares Withheld (MNTS)

Rhea-AI Filing Summary

John C. Rood, Chief Executive Officer and Director of Momentus Inc. (MNTS) reported transactions on a Form 4 dated 08/20/2025 showing issuance and related withholding tied to vested restricted stock units. The filing records 327 shares of Class A common stock reported under transaction code M with a $0 price (reflecting issuance of vested RSUs) and 116 shares reported under transaction code F disposed at $1.28 (explained as shares withheld by the issuer to satisfy tax-withholding obligations). After the reported entries, the beneficial ownership figures shown are 2,328 shares and 2,212 shares on the respective lines. The RSU award terms state each RSU converts to one share and include a multi-year vesting schedule beginning November 20, 2021, with specified anniversary vesting percentages.

Positive

• Equity alignment retained: RSU issuance (327 shares) reinforces executive ownership alignment with shareholders
• Proper tax handling: Issuer withheld 116 shares to satisfy tax obligations, as disclosed

Negative

• Reduction in direct share count: 116 shares were withheld, lowering the executive's direct holdings on a reported line

Insights

Financial Analyst

TL;DR: Routine insider RSU vesting with tax-withholding; small share movements, not materially dilutive.

The Form 4 documents standard executive compensation settlement: 327 RSUs vested and 116 shares withheld for taxes at $1.28. These are non-cash compensation mechanics rather than open-market sales, and the amounts are modest relative to typical public-company float sizes. The filing confirms ongoing equity-based alignment between management and shareholders via multi-year vesting.

Corporate Governance Expert

TL;DR: Governance processes appear orderly: vesting schedule disclosed and withholding handled by issuer.

The disclosure includes the RSU conversion mechanics (one RSU per share) and the explicit vesting cadence: an initial 6.25% vesting in November 2021, 18.75% after the first anniversary beginning August 20, 2022, and 25% on each of the second, third and fourth anniversaries, subject to continued employment. The filing is consistent with required Section 16 reporting for insider compensation events.

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^*

Rood John C.

(Last) (First) (Middle)

C/O MOMENTUS INC.

3901 N. FIRST STREET

(Street)

SAN JOSE CA 95134

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Momentus Inc. [ MNTS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/20/2025

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	08/20/2025		M		327	A	$0	2,328	D
Class A Common Stock	08/20/2025		F		116(1)	D	$1.28	2,212	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	(2)	08/20/2025		M			327	(3)	(3)	Class A Common Stock	327	$0	0	D

Explanation of Responses:

1. These shares were withheld by the Issuer in order to satisfy certain tax withholding obligations in connection with the issuance of vested restricted stock units.

2. Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of Momentus, Inc. Class A Common Stock.

3. The RSU Award will vest 6.25% of the total number of RSUs on November 20, 2021. 18.75% of the total number of RSUs will vest upon the first anniversary starting on August 20, 2022 and as to 25% of the total number of RSUs on each of the second, third and fourth anniversaries, subject to Executive's continued Employment through each such vesting date.

Remarks:

	/s/ John Rood	08/22/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did John C. Rood report on the Form 4 for Momentus (MNTS)?

He reported issuance of 327 shares tied to vested RSUs (transaction code M) and 116 shares withheld for tax withholding (transaction code F) on 08/20/2025.

At what price were the withheld shares reported on the MNTS Form 4?

$1.28 per share is listed for the 116 shares withheld to satisfy tax obligations.

How many shares did the filing show as beneficially owned after the transactions?

The filing shows 2,328 shares on the first reported line and 2,212 shares on the second reported line following the transactions.

What do the RSUs represent in the Form 4 filing?

Each Restricted Stock Unit represents a contingent right to one share of Momentus, Inc. Class A common stock, as stated in the filing.

What is the RSU vesting schedule disclosed in the filing?

Vesting includes 6.25% on November 20, 2021, 18.75% on the first anniversary starting August 20, 2022, and 25% on each of the second, third and fourth anniversaries, subject to continued employment.