NVTS Form 4: 22,048 RSUs to Director; Indirect 1,263,000-Share Interest

Rhea-AI Filing Summary

Gary Kent Wunderlich Jr., a director of Navitas Semiconductor Corporation (NVTS), received an award of 22,048 restricted stock units (RSUs) on 08/06/2025 that each represent the right to one share of Class A common stock and were granted at a price of $0.

The RSUs will vest in full immediately before the issuer's 2026 annual stockholders' meeting if the reporting person continues to serve as a director at that time (or one year after the grant date if the timing condition is not met). Following the reported transaction, the filing shows 265,264 shares beneficially owned and an additional indirect interest of 1,263,000 shares held through Live Oak Sponsor Partners II, LLC; the reporting person disclaims beneficial ownership except to the extent of his pecuniary interest.

Positive

• Director awarded 22,048 RSUs, aligning his compensation with shareholder value through equity-based incentives
• Clear disclosure of indirect holdings of 1,263,000 shares via Live Oak Sponsor Partners II, LLC enhances transparency

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: A routine director RSU grant aligns executive incentives with shareholders and is disclosed clearly on Form 4.

The award of 22,048 RSUs is described as an annual non-employee director award under the company's equity plan and vests subject to continued board service, which is standard governance practice to promote retention and alignment. The filing also discloses direct beneficial ownership of 265,264 shares and an indirect interest of 1,263,000 shares via Live Oak Sponsor Partners II, LLC, with a disclaimer of beneficial ownership except for pecuniary interest. This disclosure supports transparency around related-party holdings and control interests.

Securities Analyst

TL;DR: The Form 4 reports non-cash RSU compensation and significant indirect holdings, a neutral but material ownership disclosure.

The report indicates the RSUs were granted at $0 and will convert to one share per RSU on vesting, which increases potential share count for the director without an immediate cash transaction. The indirect stake of 1,263,000 shares via Live Oak Sponsor Partners II, LLC is material to understanding concentrated ownership. Neither the grant nor the disclosed holdings signal an operational change to the issuer; they are primarily ownership and compensation disclosures relevant to cap table analysis.

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^*

Wunderlich Gary Kent JR

(Last) (First) (Middle)

40 S. MAIN STREET, #2550

(Street)

MEMPHIS TN 38103

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Navitas Semiconductor Corp [ NVTS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/06/2025

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	08/06/2025		A(1)		22,048	A	$0	265,264	D
Class A Common Stock								1,263,000	I	Live Oak Sponsor Partners II, LLC(2)

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

Explanation of Responses:

1. Reflects shares underlying an annual award of restricted stock units ("RSUs") granted for the 2025-2026 board term under the issuer's non-employee director compensation program and the Navitas Semiconductor Corporation 2021 Equity Incentive Plan (the "Plan"). Each RSU represents the reporting person's right to receive one share of Class A Common Stock of the issuer following the vesting date in accordance with the Plan and subject to applicable issuer policies. The RSUs will vest in full immediately before the issuer's 2026 annual stockholders' meeting, subject to the reporting person's continued service as a director at that time, and provided such meeting is within 30 days of the first anniversary of the 2025 annual stockholders' meeting (otherwise the RSUs will vest one year after the grant date).

2. The reporting person is a managing member of Live Oak Sponsor. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.

Remarks:

	/s/ Paul D. Delva, attorney-in-fact	08/08/2025
	** 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.
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FAQ

What did the Navitas (NVTS) Form 4 report for Gary K. Wunderlich?

The Form 4 reports a grant of 22,048 RSUs to Gary K. Wunderlich, each representing one share of Class A common stock, granted at $0.

How many shares does Gary K. Wunderlich beneficially own after the NVTS transaction?

The filing shows 265,264 shares beneficially owned following the reported transaction and an indirect interest of 1,263,000 shares through Live Oak Sponsor Partners II, LLC.

When do the RSUs granted to the NVTS director vest?

The RSUs will vest in full immediately before the issuer's 2026 annual stockholders' meeting if the reporting person remains a director then; otherwise they vest one year after the grant date.

What relationship does the reporting person have to Navitas (NVTS)?

Gary Kent Wunderlich Jr. is reported as a Director of the issuer and as a managing member of Live Oak Sponsor Partners II, LLC.

Does the reporting person claim direct beneficial ownership of the indirect stake?

The filing states the reporting person disclaims beneficial ownership of the securities held by Live Oak Sponsor Partners II, LLC except to the extent of his pecuniary interest.