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Netlist Inc (NLST) grants CEO 4M RSUs vesting over five years

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Hong Chun K reported acquisition or exercise transactions in this Form 4 filing.

Netlist Inc reports that President, CEO and Chairman Hong Chun K received a grant of 4,000,000 restricted stock units on July 16, 2026 at $0.0000 per share. The RSUs vest in five annual installments beginning August 15, 2027, with one share delivered per vested unit. Following this award, he holds 12,676,887 Netlist shares directly, including unvested RSUs, and 3,511,177 shares indirectly through the Hong-Cha Property Trust.

Positive

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Negative

  • None.
Insider Hong Chun K
Role President, CEO and Chairman
Type Security Shares Price Value
Grant/Award Common Stock 4,000,000 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 12,676,887 shares (Direct); Common Stock — 3,511,177 shares (Indirect, Hong-Cha Property Trust)
Footnotes (1)
  1. The shares subject to the restricted stock units (the "RSUs") vest in five annual installments with the first installment to vest on August 15, 2027. The shares will be delivered to the reporting person upon vesting of the RSUs. Each RSU represents a contingent right to receive one share of common stock. The amount reported includes shares subject to unvested RSUs.
RSUs Granted 4,000,000 shares Restricted stock units granted to Hong Chun K on July 16, 2026
Grant Price $0.0000 per share Reported transaction price per share for the RSU award
Vesting Installments 5 annual installments RSUs vest in five annual tranches beginning August 15, 2027
Direct Holdings After Grant 12,676,887 shares Total direct Netlist shares held by Hong Chun K after the award, including unvested RSUs
Indirect Holdings 3,511,177 shares Netlist shares held indirectly through the Hong-Cha Property Trust
restricted stock units financial
"The shares subject to the restricted stock units (the "RSUs") vest in five annual installments"
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.
RSUs financial
"Each RSU represents a contingent right to receive one share of common stock"
RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.
contingent right financial
"Each RSU represents a contingent right to receive one share of common stock"
indirect financial
"total_shares_following_transaction 3,511,177.0000, direct_or_indirect "I""

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FAQ

What insider transaction did Netlist (NLST) report for Hong Chun K?

Netlist reported that President, CEO and Chairman Hong Chun K received 4,000,000 restricted stock units of common stock on July 16, 2026. The award was recorded at $0.0000 per share and is structured as a multi-year vesting equity grant.

How many Netlist (NLST) shares did Hong Chun K receive and at what price?

Hong Chun K was granted 4,000,000 restricted stock units of Netlist common stock at an effective price of $0.0000 per share. These RSUs convert into shares only as they vest over time, rather than being immediately tradable stock.

What is the vesting schedule for Netlist (NLST) CEO Hong Chun K’s 4,000,000 RSUs?

The 4,000,000 RSUs vest in five annual installments, with the first installment scheduled to vest on August 15, 2027. Shares underlying the RSUs will be delivered to Hong Chun K as each installment vests.

What are Hong Chun K’s total Netlist (NLST) holdings after this RSU grant?

After the grant, Hong Chun K holds 12,676,887 Netlist shares directly, a figure that includes unvested RSUs. He also holds 3,511,177 shares indirectly through the Hong-Cha Property Trust, reflecting additional beneficial ownership.

What does each Netlist (NLST) restricted stock unit granted to Hong Chun K represent?

Each restricted stock unit (RSU) granted to Hong Chun K represents a contingent right to receive one share of Netlist common stock. The underlying shares are only delivered to him as the RSUs vest according to the stated schedule.

Do Hong Chun K’s reported Netlist (NLST) holdings include unvested RSUs?

Yes. The reported direct holding of 12,676,887 Netlist shares includes shares subject to unvested RSUs. This means both already issued shares and unvested restricted stock units are counted in that total ownership figure.

SEC Form 4
FORM 4UNITED 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*
Hong Chun K

(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President, CEO and Chairman
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/16/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock07/16/2026A4,000,000(1)A$0.0012,676,887(2)D
Common Stock3,511,177IHong-Cha Property 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The shares subject to the restricted stock units (the "RSUs") vest in five annual installments with the first installment to vest on August 15, 2027. The shares will be delivered to the reporting person upon vesting of the RSUs. Each RSU represents a contingent right to receive one share of common stock.
2. The amount reported includes shares subject to unvested RSUs.
/s/ Gail M. Sasaki, Attorney-in-Fact07/17/2026
** Signature of Reporting PersonDate
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)