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NVTS Form 4: Amoruso Added 22,048 RSUs Under 2021 Plan

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

Rhea-AI Filing Summary

Navitas Semiconductor director Cristiano Amoruso reported awards totaling 24,634 restricted stock units (RSUs) of Class A common stock, recorded as direct beneficial ownership. An annual award of 22,048 RSUs was 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; those RSUs will vest in full immediately before the issuer's 2026 annual stockholders' meeting, subject to the reporting person's continued service or, if timing differs, one year after the grant. A separate grant of 2,586 RSUs for the 2024–2025 term was fully vested upon grant. All reported RSUs have an acquisition price of $0.

Positive

  • Clear disclosure of director compensation under the 2021 Equity Incentive Plan, including vesting conditions
  • Total direct beneficial ownership reported as 24,634 RSUs, with 2,586 shares vested immediately (no cash outlay)

Negative

  • None.

Insights

TL;DR Director RSU awards are routine compensation; total direct beneficial ownership reported at 24,634 shares, with most vesting in 2026.

The Form 4 discloses non-cash director awards under the company's 2021 Equity Incentive Plan. The filing breaks the award into a 22,048-share annual grant that vests contingent on continued service before the 2026 meeting and a 2,586-share portion that vested immediately. The acquisition price for the reported RSUs is shown as $0, reflecting grant treatment rather than a market purchase. From a securities-impact perspective the disclosure is a routine compensation event with no immediate cash consideration recorded by the reporting person.

TL;DR Grant aligns director pay with shareholder alignment via RSUs; vesting is service-based and follows the company's documented plan.

The transaction is described as part of the issuer's non-employee director compensation program and falls under the Navitas 2021 Equity Incentive Plan. Service-contingent vesting before the 2026 annual meeting (or one-year fallback) is a standard governance mechanism to align board retention with shareholder timelines. The immediate vesting of 2,586 RSUs for prior service is explicitly noted. The form shows direct beneficial ownership post-transaction as 24,634 shares, providing clear transparency on the director's stake.

Insider Amoruso Cristiano
Role Director
Type Security Shares Price Value
Grant/Award Class A Common Stock 22,048 $0.00 --
Grant/Award Class A Common Stock 2,586 $0.00 --
Holdings After Transaction: Class A Common Stock — 22,048 shares (Direct)
Footnotes (1)
  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). Reflects shares underlying RSUs granted to the reporting person in respect of the portion of the 2024-2025 board term during which the reporting person served as a director, and were fully vested upon grant.
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*
Amoruso Cristiano

(Last) (First) (Middle)
C/O NAVITAS SEMICONDUCTOR CORPORATION
3520 CHALLENGER STREET

(Street)
TORRANCE CA 90503-1640

(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 22,048 D
Class A Common Stock 08/06/2025 A(2) 2,586 A $0 24,634 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
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. Reflects shares underlying RSUs granted to the reporting person in respect of the portion of the 2024-2025 board term during which the reporting person served as a director, and were fully vested upon grant.
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.
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 RSU grants did Cristiano Amoruso report on the NVTS Form 4?

He reported 24,634 RSUs total: 22,048 RSUs granted for the 2025–2026 board term and 2,586 RSUs that vested upon grant for the 2024–2025 term.

Under which plan were the RSUs for NVTS granted?

The RSUs were granted under the issuer's non-employee director compensation program and the Navitas Semiconductor Corporation 2021 Equity Incentive Plan.

When will the 22,048 RSUs vest for Amoruso?

The 22,048 RSUs will vest in full immediately before the issuer's 2026 annual stockholders' meeting, subject to continued service, or one year after the grant if the meeting timing differs as described.

What price was paid for the RSU awards reported on the Form 4?

The reported acquisition price for the RSUs is $0, indicating they were granted rather than purchased.

How many Class A shares does Amoruso beneficially own after the reported transaction?

Following the reported transaction, Amoruso beneficially owns 24,634 shares of Class A common stock, held directly.