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Mobix Labs (MOBX) executive details RSU vesting and tax sell-to-cover trade

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Mobix Labs, Inc. insider Samini Keyvan reported equity award activity and a related share sale. On December 21, 2025, 333,333 Restricted Stock Units vested and converted into 333,333 shares of Class A Common Stock at a stated price of $0.00 per share. On January 5, 2026, Keyvan sold 211,672 shares of Class A Common Stock at a weighted average price of $0.3243 per share, with prices ranging from $0.32 to $0.328 per share. According to the disclosure, these shares were sold solely to satisfy tax withholding obligations from the RSU vesting under a pre-arranged sell-to-cover election and are not discretionary trades. Following these transactions, Keyvan directly beneficially owns 2,671,661 shares of Class A Common Stock, with additional indirect holdings through family trusts, and holds fully vested options covering 323,529 Class A shares.

Positive

  • None.

Negative

  • None.
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
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
SAMINI KEYVAN

(Last) (First) (Middle)
C/O MOBIX LABS, INC.
1 VENTURE, SUITE 220

(Street)
IRVINE CA 92618

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MOBIX LABS, INC [ MOBX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President, CFO & Director
3. Date of Earliest Transaction (Month/Day/Year)
12/21/2025
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 12/21/2025 M 333,333 A $0.00 2,883,333 D
Class A Common Stock 01/05/2026 S 211,672 D $0.3243(1) 2,671,661 D
Class A Common Stock 73,529 I(2) By KSLI Trust
Class A Common Stock 171,146 I(2) By KSSF Trust
Class A Common Stock 73,529 I(2) By SSLI Trust
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
Option (Right to Buy) $0.17 (3) 08/10/2030 Class A Common Stock 323,529 323,529 D
Restricted Stock Units (4) 12/21/2025 M 333,333 (5) (5) Class A Common Stock 333,333 $0 0 D
Class B Common Stock (6) (6) (6) Class A Common Stock 125,000 125,000 I(2) By KSSF Trust
Explanation of Responses:
1. Represents the weighted average of the shares sold. The prices of the shares sold pursuant to the transactions range from $0.32 to $0.328 per share. The Reporting Person, upon request, will provide the Securities and Exchange Commission staff, the issuer or the security holder of the issuer full information regarding the number of shares sold at each separate price. The reported shares were sold solely to cover the Reporting Person's tax liability associated with the restricted stock units that vested on December 21, 2025. These sales were made pursuant to an irrevocable election by the Reporting Person to satisfy tax withholding obligations through "sell to cover" transactions and do not represent discretionary trades by the Reporting Person.
2. The Reporting Person is a trustee of this trust. The Reporting Person disclaims beneficial ownership of the securities held by this trust except to the extent of his respective pecuniary interest therein.
3. These options are fully vested and exercisable.
4. The Restricted Stock Units ("RSUs") convert to Class A Common Stock on a one-for-one basis.
5. These RSUs will vest on December 21, 2025.
6. The shares of Class B Common Stock are convertible into shares of Class A Common Stock at the option of the Reporting Person and will be automatically converted upon (i) a transfer by the Reporting Person (other than a permitted transfer) or (ii) the first trading day after the seventh anniversary date of the Closing Date (December 21, 2023). The Reporting Person previously reported the grant of a restricted Class B Common Stock award in the amount of 915,033 shares of Class B Common Stock. However, subsequent to the grant date, it was determined that the issuance of shares of Class B Common Stock underlying such award was not authorized in accordance with the Company's charter and such shares will not be issued pursuant to such grant. As a result, the Class B Common Stock underlying the award has been removed from this Form 4.
/s/ Terri Aprati, Attorney-in-Fact 01/07/2026
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider activity did MOBX executive Samini Keyvan report on this Form 4?

Samini Keyvan, President, CFO & Director of Mobix Labs, Inc., reported the vesting of 333,333 RSUs into Class A Common Stock on December 21, 2025 and the sale of 211,672 Class A shares on January 5, 2026.

How many Mobix Labs (MOBX) shares did Samini Keyvan sell and at what price?

On January 5, 2026, Keyvan sold 211,672 shares of Mobix Labs Class A Common Stock at a weighted average price of $0.3243 per share, with individual sale prices ranging from $0.32 to $0.328 per share.

Why were the Mobix Labs shares sold by Samini Keyvan according to the Form 4?

The Form 4 states that the reported shares were sold solely to cover Keyvan's tax liability associated with RSUs that vested on December 21, 2025, under an irrevocable sell-to-cover election and do not represent discretionary trades.

What RSU activity did Samini Keyvan disclose for Mobix Labs (MOBX)?

Keyvan disclosed that 333,333 Restricted Stock Units, which convert to Class A Common Stock on a one-for-one basis, vested on December 21, 2025, resulting in the issuance of 333,333 Class A shares at a stated price of $0.00 per share.

How many Mobix Labs shares does Samini Keyvan own after the reported transactions?

After the reported transactions, Keyvan directly beneficially owns 2,671,661 shares of Mobix Labs Class A Common Stock and also has indirect holdings in Class A and Class B shares through family trusts.

What stock options and derivative securities related to MOBX does Samini Keyvan hold?

Keyvan holds fully vested and exercisable options covering 323,529 shares of Mobix Labs Class A Common Stock, as well as interests in Class B Common Stock that is convertible into Class A at his option or automatically upon specified future events.

How are Mobix Labs shares held through trusts reported for Samini Keyvan?

Certain Mobix Labs shares are reported as held indirectly through trusts such as KSLI Trust, KSSF Trust, and SSLI Trust. Keyvan is a trustee and disclaims beneficial ownership of securities held by these trusts except to the extent of his pecuniary interest.

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