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[Form 4] Nextpower Inc. Insider Trading Activity

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

Rhea-AI Filing Summary

Nextpower Inc. Chief Accounting Officer David P. Bennett reported a series of equity transactions. He exercised stock options for 55,075 shares of common stock at an exercise price of $21.00 per share, converting performance-based options into shares.

On the following day, he conducted multiple open-market transactions in common stock at weighted average prices generally in the mid-$120s to low-$130s per share, with sales effected under a pre-arranged Rule 10b5-1 trading plan. A portion of these sales covered the option exercise price and related tax obligations.

The filing also shows several stock grants labeled as awards at no cost and describes restricted stock units and performance stock units that each convert into one share upon vesting, with vesting and performance conditions. Due to a gain cap, 63,973 performance options were forfeited and cancelled without consideration.

Positive

  • None.

Negative

  • None.
Insider Bennett David P
Role Chief Accounting Officer
Type Security Shares Price Value
Other Common Stock 3,382 $123.91 $419K
Other Common Stock 4,150 $124.91 $518K
Other Common Stock 5,035 $125.81 $633K
Other Common Stock 12,905 $127.19 $1.64M
Other Common Stock 14,181 $128.00 $1.82M
Other Common Stock 7,274 $128.97 $938K
Other Common Stock 3,128 $130.08 $407K
Other Common Stock 2,925 $130.98 $383K
Other Common Stock 2,095 $131.79 $276K
Grant/Award Common Stock 6,212 $0.00 --
Grant/Award Common Stock 8,283 $0.00 --
Grant/Award Common Stock 12,018 $0.00 --
Exercise Stock Option (Right to Buy) 55,075 $0.00 --
Exercise Common Stock 55,075 $21.00 $1.16M
Holdings After Transaction: Common Stock — 178,175 shares (Direct, null); Stock Option (Right to Buy) — 0 shares (Direct, null)
Footnotes (1)
  1. Reflects an award of performance-based options ("Performance Options") to purchase shares of the Issuer's common stock ("Common Stock") that vested and became exercisable as of April 1, 2026 upon the achievement of both a continuous service requirement and the achievement of certain Nextpower equity valuation growth conditions. These Performance Options contain unique restrictions which (i) provide a limited period of time following vesting to exercise such Performance Options (i.e., by no later than March 15, 2027) or otherwise such Performance Options terminate and (ii) cap the maximum "gain" value realizable by Mr. Bennett upon exercise of the total award of Performance Options at 250% of the aggregate exercise price (the "Max Benefit Limit"). The sales reported in this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on December 3, 2025. A portion of this sale includes the sale of shares of Common Stock required to be sold in order to satisfy the exercise price and tax withholding obligations in connection with the exercise of the Performance Options. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $123.37 to $124.35, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission (SEC), upon request, full information regarding the number of shares sold at each separate price within such ranges. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $124.38 to $125.34, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission (SEC), upon request, full information regarding the number of shares sold at each separate price within such ranges. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $125.38 to $126.29, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission (SEC), upon request, full information regarding the number of shares sold at each separate price within such ranges. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $126.52 to $127.51, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission (SEC), upon request, full information regarding the number of shares sold at each separate price within such ranges. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $127.52 to $128.51, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission (SEC), upon request, full information regarding the number of shares sold at each separate price within such ranges. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $128.52 to $129.45, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission (SEC), upon request, full information regarding the number of shares sold at each separate price within such ranges. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $129.53 to $130.52, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission (SEC), upon request, full information regarding the number of shares sold at each separate price within such ranges. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $130.54 to $131.52, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission (SEC), upon request, full information regarding the number of shares sold at each separate price within such ranges. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $131.56 to $132.07, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission (SEC), upon request, full information regarding the number of shares sold at each separate price within such ranges. As a result of the application of the Max Benefit Limit, 63,973 Performance Options were forfeited and cancelled without any consideration. Reflects an award of restricted stock units ("RSUs") granted to the Reporting Person on May 19, 2026. Each RSU represents a contingent right to receive one share of the Issuer's common stock. The RSUs vest 30% on May 19, 2027, 30% on May 19, 2028, and 40% on May 19, 2029, subject to the Reporting Person's continued service to the Issuer through the relevant vesting date and acceleration in certain circumstances. Reflects performance stock units ("PSUs"), originally granted to the Reporting Person on May 23, 2025, which were initially earned upon certification by the Board of Directors of the Issuer on May 19, 2026 of the level of achievement of the financial performance metrics applicable to the PSUs for the performance period from April 1, 2025 to March 31, 2026. The PSUs remain subject to an rTSR modifier performance metric for the performance period from April 1, 2025 to March 31, 2028, pursuant to which the number of shares earned based on achievement of the financial performance metrics can be adjusted between 75% - 150%. Each earned PSU reflects the right to receive one share of the Issuer's common stock upon satisfaction of the applicable vesting conditions. The amount reported herein reflects 75% of the number of PSUs earned based on achievement of the financial performance metrics, which is the minimum amount of PSUs that will be earned and eligible to vest at the end of the three-year performance period, subject generally to the Reporting Person's continued employment with the Issuer through such date
Options exercised 55,075 shares Performance-based options exercised into common stock on May 18, 2026
Option exercise price $21.00/share Exercise or conversion price of performance-based options
Post-exercise holdings 181,557 shares Common stock holdings shown after option exercise transaction
Single J-transaction size 5,035 shares Common stock transaction at $125.81 weighted average price
Example sale price $125.81/share Weighted average price for one J-code common stock transaction
Performance options forfeited 63,973 options Cancelled without consideration due to Max Benefit Limit
Max Benefit Limit 250% of exercise price Cap on aggregate gain realizable from performance options
Minimum PSU vesting level 75% of earned PSUs Minimum number of performance stock units eligible to vest
performance-based options financial
"Reflects an award of performance-based options ("Performance Options") to purchase shares of the Issuer's common stock"
Rule 10b5-1 trading plan financial
"The sales reported in this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person"
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 ("RSUs") financial
"Reflects an award of restricted stock units ("RSUs") granted to the Reporting Person on May 19, 2026"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
performance stock units ("PSUs") financial
"Reflects performance stock units ("PSUs"), originally granted to the Reporting Person on May 23, 2025"
Max Benefit Limit financial
"cap the maximum "gain" value realizable by Mr. Bennett upon exercise of the total award of Performance Options at 250% of the aggregate exercise price (the "Max Benefit Limit")"
rTSR modifier financial
"The PSUs remain subject to an rTSR modifier performance metric for the performance period from April 1, 2025 to March 31, 2028"
Form 4 Insider Transactions: What Each Field Means →
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).
X
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*
Bennett David P
(Last)(First)(Middle)
C/O NEXTPOWER INC.
6200 PASEO PADRE PARKWAY
(Street)
FREMONT CALIFORNIA 94555
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Nextpower Inc. [ NXT ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Accounting Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/18/2026		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 Stock05/18/2026M55,075(1)A$21181,557D
Common Stock05/19/2026J(2)3,382(2)D$123.91(3)178,175D
Common Stock05/19/2026J(2)4,150(2)D$124.91(4)174,025D
Common Stock05/19/2026J(2)5,035(2)D$125.81(5)168,990D
Common Stock05/19/2026J(2)12,905(2)D$127.19(6)156,085D
Common Stock05/19/2026J(2)14,181(2)D$128(7)141,904D
Common Stock05/19/2026J(2)7,274(2)D$128.97(8)134,630D
Common Stock05/19/2026J(2)3,128(2)D$130.08(9)131,502D
Common Stock05/19/2026J(2)2,925(2)D$130.98(10)128,577D
Common Stock05/19/2026J(2)2,095(2)D$131.79(11)126,482D
Common Stock05/19/2026A(13)6,212A(13)$0(13)132,694D
Common Stock05/19/2026A(13)8,283A(13)$0(13)140,977D
Common Stock05/19/2026A(14)(15)(16)12,018A(14)(15)(16)$0(14)(15)(16)152,995D
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
Stock Option (Right to Buy)(1)$2105/18/2026M55,075(1)04/01/2026(1)03/15/2027(1)Common Stock55,075(1)$0.000(12)D
Explanation of Responses:
1. Reflects an award of performance-based options ("Performance Options") to purchase shares of the Issuer's common stock ("Common Stock") that vested and became exercisable as of April 1, 2026 upon the achievement of both a continuous service requirement and the achievement of certain Nextpower equity valuation growth conditions. These Performance Options contain unique restrictions which (i) provide a limited period of time following vesting to exercise such Performance Options (i.e., by no later than March 15, 2027) or otherwise such Performance Options terminate and (ii) cap the maximum "gain" value realizable by Mr. Bennett upon exercise of the total award of Performance Options at 250% of the aggregate exercise price (the "Max Benefit Limit").
2. The sales reported in this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on December 3, 2025. A portion of this sale includes the sale of shares of Common Stock required to be sold in order to satisfy the exercise price and tax withholding obligations in connection with the exercise of the Performance Options.
3. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $123.37 to $124.35, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission (SEC), upon request, full information regarding the number of shares sold at each separate price within such ranges.
4. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $124.38 to $125.34, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission (SEC), upon request, full information regarding the number of shares sold at each separate price within such ranges.
5. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $125.38 to $126.29, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission (SEC), upon request, full information regarding the number of shares sold at each separate price within such ranges.
6. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $126.52 to $127.51, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission (SEC), upon request, full information regarding the number of shares sold at each separate price within such ranges.
7. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $127.52 to $128.51, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission (SEC), upon request, full information regarding the number of shares sold at each separate price within such ranges.
8. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $128.52 to $129.45, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission (SEC), upon request, full information regarding the number of shares sold at each separate price within such ranges.
9. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $129.53 to $130.52, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission (SEC), upon request, full information regarding the number of shares sold at each separate price within such ranges.
10. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $130.54 to $131.52, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission (SEC), upon request, full information regarding the number of shares sold at each separate price within such ranges.
11. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $131.56 to $132.07, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission (SEC), upon request, full information regarding the number of shares sold at each separate price within such ranges.
12. As a result of the application of the Max Benefit Limit, 63,973 Performance Options were forfeited and cancelled without any consideration.
13. Reflects an award of restricted stock units ("RSUs") granted to the Reporting Person on May 19, 2026. Each RSU represents a contingent right to receive one share of the Issuer's common stock. The RSUs vest 30% on May 19, 2027, 30% on May 19, 2028, and 40% on May 19, 2029, subject to the Reporting Person's continued service to the Issuer through the relevant vesting date and acceleration in certain circumstances.
14. Reflects performance stock units ("PSUs"), originally granted to the Reporting Person on May 23, 2025, which were initially earned upon certification by the Board of Directors of the Issuer on May 19, 2026 of the level of achievement of the financial performance metrics applicable to the PSUs for the performance period from April 1, 2025 to March 31, 2026. The PSUs remain subject to an rTSR modifier performance metric for the performance period from April 1, 2025 to March 31, 2028, pursuant to which the number of shares earned based on achievement of the financial performance metrics can be adjusted between 75% - 150%.
15. Each earned PSU reflects the right to receive one share of the Issuer's common stock upon satisfaction of the applicable vesting conditions.
16. The amount reported herein reflects 75% of the number of PSUs earned based on achievement of the financial performance metrics, which is the minimum amount of PSUs that will be earned and eligible to vest at the end of the three-year performance period, subject generally to the Reporting Person's continued employment with the Issuer through such date
/s/ Philip Reuther, as attorney-in-fact for David Bennett05/20/2026
** 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)

Source: View Original Filing on SEC EDGAR