Netlist (NLST) director sells 20,000 pre-planned shares under 10b5-1 plan

Q: At what prices did Jun Cho sell Netlist (NLST) shares in this Form 4?

He sold 10,000 shares at $2.18 per share on April 23, 2026, and another 10,000 shares at $1.98 per share on April 22, 2026. Both transactions involved Netlist common stock in open-market sales.

Q: How many Netlist (NLST) shares does Jun Cho own after these sales?

After the reported transactions, Jun Cho directly owns 200,000 Netlist common shares . This figure includes shares underlying unvested restricted stock units , meaning some of the reported holdings are still subject to vesting conditions before becoming fully unrestricted.

Q: Were Jun Cho’s Netlist (NLST) stock sales pre-planned under Rule 10b5-1?

Yes. A footnote states the sales were executed under a Rule 10b5-1 trading plan adopted on September 12, 2025 . Such plans allow insiders to schedule trades in advance, reducing the significance of trade timing as a market signal.

Q: What type of transactions are disclosed in this Netlist (NLST) Form 4?

The Form 4 discloses two open-market sales of Netlist common stock, each coded “S” for sale. Both are non-derivative transactions and are described as sales in the open market or private transactions, rather than option exercises or grants.

Q: Do Jun Cho’s Netlist (NLST) holdings include restricted stock units (RSUs)?

Yes. A footnote explains the reported share amount includes shares subject to unvested restricted stock units . These RSUs represent additional potential ownership that will vest over time, subject to the company’s applicable vesting conditions.

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

NETLIST INC director Jun Cho reported two open-market sales of Common Stock under a pre-planned Rule 10b5-1 trading plan. On April 23, 2026, he sold 10,000 shares at $2.18 per share, and on April 22, 2026 he sold another 10,000 shares at $1.98 per share.

After these transactions, Cho directly holds 200,000 shares of Netlist common stock, including shares subject to unvested restricted stock units. The Rule 10b5-1 plan was adopted on September 12, 2025, indicating these sales were scheduled in advance rather than timed opportunistically.

Insider Trade Summary 10b5-1

Net Seller: 20,000 shares ($41,600)

Net Sell 2 txns

Insider Cho Jun

Role null

Sold 20,000 shs ($42K)

Type	Security	Shares	Price	Value
Sale	Common Stock	10,000	$2.18	$22K
Sale	Common Stock	10,000	$1.98	$20K

Holdings After Transaction: Common Stock — 200,000 shares (Direct, null)

Footnotes (1)

This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 12, 2025. The amount reported includes shares subject to unvested restricted stock units.

Key Figures

Shares sold 2026-04-23: 10,000 shares at $2.18 Shares sold 2026-04-22: 10,000 shares at $1.98 Total shares sold: 20,000 shares +2 more

5 metrics

Shares sold 2026-04-23 10,000 shares at $2.18 Open-market sale of Netlist common stock on April 23, 2026

Shares sold 2026-04-22 10,000 shares at $1.98 Open-market sale of Netlist common stock on April 22, 2026

Total shares sold 20,000 shares Sum of reported sales in this Form 4

Shares owned after transactions 200,000 shares Direct holdings after April 23, 2026, including unvested RSUs

10b5-1 plan adoption date September 12, 2025 Date Jun Cho adopted the Rule 10b5-1 trading plan

Key Terms

Rule 10b5-1 trading plan, restricted stock units, open-market sale

3 terms

Rule 10b5-1 trading plan regulatory

"This sale was effected pursuant to a Rule 10b5-1 trading plan adopted..."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

restricted stock units financial

"The amount reported includes shares subject to unvested restricted stock units."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

open-market sale financial

"transaction_action: open-market sale, transaction_code_description: Sale in open market..."

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

Form 4 Insider Transactions: What Each Field Means →

04/24/2026 - 09:30 PM

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^*

Cho Jun

(Last)

(First)

(Middle)

111 ACADEMY, SUITE 100

(Street)

IRVINE

CALIFORNIA

92617

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NETLIST INC [ NLST ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/22/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/22/2026		S		10,000⁽¹⁾	D	$1.98	210,000⁽²⁾	D
Common Stock	04/23/2026		S		10,000⁽¹⁾	D	$2.18	200,000⁽²⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 12, 2025.

2. The amount reported includes shares subject to unvested restricted stock units.

	/s/ Gail M. Sasaki, Attorney-in-Fact	04/24/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Netlist (NLST) director Jun Cho report?

Jun Cho reported two open-market sales of Netlist common stock totaling 20,000 shares. He sold 10,000 shares at $2.18 on April 23, 2026, and 10,000 shares at $1.98 on April 22, 2026, under a trading plan.

At what prices did Jun Cho sell Netlist (NLST) shares in this Form 4?

He sold 10,000 shares at $2.18 per share on April 23, 2026, and another 10,000 shares at $1.98 per share on April 22, 2026. Both transactions involved Netlist common stock in open-market sales.

How many Netlist (NLST) shares does Jun Cho own after these sales?

After the reported transactions, Jun Cho directly owns 200,000 Netlist common shares. This figure includes shares underlying unvested restricted stock units, meaning some of the reported holdings are still subject to vesting conditions before becoming fully unrestricted.

Were Jun Cho’s Netlist (NLST) stock sales pre-planned under Rule 10b5-1?

Yes. A footnote states the sales were executed under a Rule 10b5-1 trading plan adopted on September 12, 2025. Such plans allow insiders to schedule trades in advance, reducing the significance of trade timing as a market signal.

What type of transactions are disclosed in this Netlist (NLST) Form 4?

The Form 4 discloses two open-market sales of Netlist common stock, each coded “S” for sale. Both are non-derivative transactions and are described as sales in the open market or private transactions, rather than option exercises or grants.

Do Jun Cho’s Netlist (NLST) holdings include restricted stock units (RSUs)?

Yes. A footnote explains the reported share amount includes shares subject to unvested restricted stock units. These RSUs represent additional potential ownership that will vest over time, subject to the company’s applicable vesting conditions.