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Nextpower (NXT) CEO Shugar exercises options, holds 933,081 shares

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

Rhea-AI Filing Summary

Nextpower Inc.’s Chief Executive Officer Daniel S. Shugar exercised performance-based stock options and acquired 21,402 shares of common stock at $21.00 per share. These options had vested on April 1, 2026 after meeting service and equity valuation growth conditions and were subject to a limited exercise window ending March 15, 2027.

The exercise was carried out under a pre-arranged Rule 10b5-1 trading plan adopted on December 3, 2025. Following the transaction, Shugar directly holds 933,081 shares of common stock and indirectly holds 18,104 shares through the Kathleen and Daniel Shugar Family Trust. Due to a 250% “Max Benefit Limit” on this performance award, 212,169 performance options were forfeited and cancelled without any consideration.

Positive

  • None.

Negative

  • None.
Insider SHUGAR DANIEL S
Role Chief Executive Officer
Type Security Shares Price Value
Exercise Stock Option (Right to Buy) 21,402 $0.00 --
Exercise Common Stock 21,402 $21.00 $449K
holding Common Stock -- -- --
Holdings After Transaction: Stock Option (Right to Buy) — 0 shares (Direct, null); Common Stock — 933,081 shares (Direct, null); Common Stock — 18,104 shares (Indirect, By Trust)
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. Shugar upon exercise of the total award of Performance Options at 250% of the aggregate exercise price (the "Max Benefit Limit"). The exercise reported in this Form 4 was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on December 3, 2025. Reflects shares indirectly beneficially owned by the Reporting Person through the Kathleen and Daniel Shugar Family Trust, dated May 10, 2007. As a result of the application of the Max Benefit Limit, 212,169 Performance Options were forfeited and cancelled without any consideration.
Shares acquired via option exercise 21,402 shares Common Stock from performance-based options exercised on April 1, 2026 vesting
Exercise price $21.00 per share Performance-based stock options for Nextpower common stock
Direct holdings after transaction 933,081 shares Nextpower common stock directly owned by Daniel S. Shugar
Indirect trust holdings 18,104 shares Held through Kathleen and Daniel Shugar Family Trust
Forfeited performance options 212,169 options Cancelled without consideration due to Max Benefit Limit
Max Benefit Limit 250% of aggregate exercise price Cap on total gain realizable from performance option award
10b5-1 plan adoption date December 3, 2025 Plan governing the reported option exercise
Option exercise deadline March 15, 2027 Last date to exercise the performance-based options before termination
performance-based options financial
"Reflects an award of performance-based options ("Performance Options") to purchase shares of the Issuer's common stock"
10b5-1 trading plan regulatory
"The exercise reported in this Form 4 was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person"
A 10b5-1 trading plan is a pre-arranged strategy that allows company insiders to buy or sell company stock at set times, regardless of their current knowledge about the company's situation. It acts like a scheduled appointment for trading, helping prevent the appearance of impropriety or insider trading. This plan provides a way for insiders to sell or buy shares in a controlled, transparent manner, offering reassurance to investors about fair trading practices.
Max Benefit Limit financial
"cap the maximum "gain" value realizable by Mr. Shugar upon exercise of the total award of Performance Options at 250% of the aggregate exercise price (the "Max Benefit Limit")"
indirectly beneficially owned financial
"Reflects shares indirectly beneficially owned by the Reporting Person through the Kathleen and Daniel Shugar Family Trust"
Stock Option (Right to Buy) financial
"security_title": "Stock Option (Right to Buy)""
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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*
SHUGAR DANIEL S
(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/04/2026		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 Stock06/04/2026M(1)(2)21,402(1)(2)A$21933,081D
Common Stock18,104(3)I(3)By Trust(3)
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)$2106/04/2026M21,402(1)(2)04/01/2026(1)(2)03/15/2027(1)(2)Common Stock21,402(1)(2)$0.000(4)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. Shugar upon exercise of the total award of Performance Options at 250% of the aggregate exercise price (the "Max Benefit Limit").
2. The exercise reported in this Form 4 was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on December 3, 2025.
3. Reflects shares indirectly beneficially owned by the Reporting Person through the Kathleen and Daniel Shugar Family Trust, dated May 10, 2007.
4. As a result of the application of the Max Benefit Limit, 212,169 Performance Options were forfeited and cancelled without any consideration.
/s/ Philip Reuther, as attorney-in-fact for Daniel Shugar06/05/2026
** 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

FAQ

What did Nextpower (NXT) CEO Daniel Shugar report in this Form 4?

Daniel Shugar reported exercising performance-based stock options for 21,402 shares of Nextpower common stock at $21.00 per share, converting previously granted options into directly held shares.

How many Nextpower (NXT) shares does Daniel Shugar hold after the transaction?

After the transaction, Daniel Shugar holds 933,081 shares of Nextpower common stock directly and 18,104 shares indirectly through the Kathleen and Daniel Shugar Family Trust.

Were Daniel Shugar’s Nextpower option exercises under a 10b5-1 plan?

Yes. The Form 4 states the option exercise was effected under a Rule 10b5-1 trading plan adopted by Daniel Shugar on December 3, 2025, indicating the trades were pre-planned.

What are the key terms of Daniel Shugar’s performance-based options at Nextpower (NXT)?

The performance-based options vested on April 1, 2026 after service and equity valuation conditions, had to be exercised by March 15, 2027, and were subject to a Max Benefit Limit capping gain at 250% of aggregate exercise price.

How many Nextpower (NXT) performance options were forfeited in this Form 4?

The filing notes that 212,169 performance options were forfeited and cancelled without any consideration because of the application of the Max Benefit Limit on the award’s total potential gain.