Nextpower (NXT) COO exercises 63,470 options and restructures equity position
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Nextpower Inc. Chief Operating Officer Nicholas Marco Miller reported several equity transactions involving the company’s common stock. He exercised stock options covering 63,470 shares at $21.00 per share, converting derivative awards into common stock. Footnotes describe these as performance-based options that vested after meeting service and valuation conditions.
The filing also shows multiple "other" transactions in common stock on May 26, 2026, along with footnote disclosures that some sales were executed under a pre-arranged Rule 10b5-1 trading plan and that certain sales were required "sell-to-cover" transactions to satisfy tax and exercise obligations. As a result of a maximum benefit cap, 68,911 performance options were forfeited and cancelled without consideration. Following all reported activity, Miller directly holds 265,664 shares of Nextpower common stock.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
63,470 shares exercised/converted
Mixed
9 txns
Insider
Miller Nicholas Marco
Role
Chief Operating Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Common Stock | 12,842 | $129.04 | $1.66M |
| Other | Common Stock | 21,760 | $129.84 | $2.83M |
| Other | Common Stock | 24,547 | $130.94 | $3.21M |
| Other | Common Stock | 3,700 | $131.76 | $488K |
| Other | Common Stock | 422 | $132.60 | $56K |
| Other | Common Stock | 199 | $134.89 | $27K |
| Other | Common Stock | 6,415 | $129.38 | $830K |
| Exercise | Stock Option (Right to Buy) | 63,470 | $0.00 | -- |
| Exercise | Common Stock | 63,470 | $21.00 | $1.33M |
Holdings After Transaction:
Common Stock — 265,664 shares (Direct, null);
Stock Option (Right to Buy) — 0 shares (Direct, null)
Footnotes (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. Miller upon exercise of the total award of Performance Options at 250% of the aggregate exercise price (the "Max Benefit Limit"). The sale reported in this Form 4 was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on December 12, 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 $128.35 to $129.34, 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 $129.35 to $130.345, 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 $130.35 to $131.345, 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 $131.35 to $132.31, 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 $132.35 to $133.82, 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. Reflects the number of shares required to be sold pursuant to a "sell-to-cover" transaction in order to satisfy the tax withholding obligations in connection with the vesting and conversion of RSUs. These sales are mandated by the Issuer's "sell-to-cover" policy adopted by the Issuer on March 2, 2023 pursuant to the requirements of Rule 10b5-1 and its authority under its equity incentive plan, and do not represent discretionary trades by the Reporting Person. As a result of the application of the Max Benefit Limit, 68,911 Performance Options were forfeited and cancelled without any consideration.
Key Figures
Options exercised: 63,470 shares
Exercise price: $21.00/share
Shares held after transactions: 265,664 shares
+4 more
7 metrics
Options exercised
63,470 shares
Performance-based options exercised into common stock at $21.00 per share on May 22, 2026
Exercise price
$21.00/share
Conversion or exercise price for 63,470 performance-based stock options
Shares held after transactions
265,664 shares
Direct common stock ownership following reported Form 4 transactions
Restructuring-related shares
69,885 shares
Total shares involved in J-code restructuring-type transactions per transaction summary
Max Benefit Limit
250%
Cap on maximum gain value realizable from the performance option award
Forfeited performance options
68,911 options
Performance options forfeited and cancelled without consideration due to Max Benefit Limit
Option expiration
March 15, 2027
Final exercise date for the performance-based stock options after vesting
Key Terms
Performance Options, Rule 10b5-1, sell-to-cover, RSUs, +1 more
5 terms
Performance Options financial
"Reflects an award of performance-based options ("Performance Options") to purchase shares of the Issuer's common stock"
Performance options are rights given to executives or employees to buy company stock only if specific business goals are met, such as revenue, profit, or stock-price targets. They matter to investors because they tie pay to outcomes — aligning management incentives with company success — and can change future share supply and earnings if the targets are achieved and the options are exercised, similar to giving someone a key that only works when certain conditions are satisfied.
Rule 10b5-1 regulatory
"The sale reported in this Form 4 was effected pursuant to a 10b5-1 trading plan"
Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.
sell-to-cover financial
"Reflects the number of shares required to be sold pursuant to a "sell-to-cover" transaction"
Sell-to-cover is when part of newly issued or exercised company stock is immediately sold to pay required taxes and fees, so the recipient keeps the remaining shares. For investors this matters because it reduces the number of shares insiders or employees actually hold after a grant, can create small, routine share sales that aren’t signal of cashing out, and slightly increases share supply on the market—like selling a portion of a paycheck to cover the tax bill.
RSUs financial
"tax withholding obligations in connection with the vesting and conversion of RSUs"
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.
Max Benefit Limit financial
"cap the maximum "gain" value realizable ... at 250% of the aggregate exercise price (the "Max Benefit Limit")"
FAQ
What insider transactions did Nextpower (NXT) report for COO Nicholas Miller?
Nextpower reported that COO Nicholas Miller exercised options for 63,470 shares of common stock at $21.00 per share and recorded several related equity transactions. After these activities, he directly holds 265,664 shares of Nextpower common stock.
What stock options did Nicholas Miller exercise in the latest Nextpower (NXT) Form 4?
Nicholas Miller exercised performance-based stock options for 63,470 shares of Nextpower common stock at an exercise price of $21.00 per share. These options vested after meeting service and equity valuation growth conditions and were exercisable until March 15, 2027.
Were Nicholas Miller’s Nextpower (NXT) transactions under a Rule 10b5-1 plan?
A footnote states that a reported sale in the Form 4 was effected under a Rule 10b5-1 trading plan adopted on December 12, 2025. This plan also covered shares sold to satisfy exercise price and tax withholding obligations tied to the performance option exercise.
What is the Max Benefit Limit on Nicholas Miller’s Nextpower (NXT) performance options?
The performance options include a Max Benefit Limit capping Miller’s gain at 250% of the aggregate exercise price. Because of this cap, 68,911 performance options were forfeited and cancelled without consideration once the limit was reached, as disclosed in the filing footnotes.
Did the Nextpower (NXT) Form 4 include tax sell-to-cover transactions for Nicholas Miller?
Yes. A footnote explains that some sales represent mandatory "sell-to-cover" transactions to satisfy tax withholding on RSU vesting. These sales follow the company’s Rule 10b5-1 sell-to-cover policy and are described as non-discretionary trades by Nicholas Miller.