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Nextpower (NXT) grants 64,103 performance stock units to legal chief

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

Rhea-AI Filing Summary

LEDESMA BRUCE reported acquisition or exercise transactions in this Form 4 filing.

Nextpower Inc. reported that Chief Legal & Compliance Officer Bruce Ledesma received a grant of 64,103 performance stock units (PSUs) of common stock at no cost. These PSUs were initially earned after the board certified financial performance for the period from April 1, 2025 to March 31, 2026 and are part of a performance-based compensation plan.

The PSUs remain subject to a relative total shareholder return (rTSR) modifier for the broader period from April 1, 2025 to March 31, 2028, which can adjust the final earned amount between 75% and 150% of the initial performance-based result. The filing notes that 64,103 PSUs represent 75% of the units earned, the minimum that will be eligible to vest, and that vesting generally also requires Mr. Ledesma to remain employed through the end of the three‑year performance period. Following this grant, he directly holds 256,308 shares or share units of the company.

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Insider LEDESMA BRUCE
Role Chief Legal & Compliance Ofc
Type Security Shares Price Value
Grant/Award Common Stock 64,103 $0.00 --
Holdings After Transaction: Common Stock — 256,308 shares (Direct, null)
Footnotes (1)
  1. 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.
PSUs granted 64,103 PSUs Performance stock units earned and reported on May 19, 2026
Holdings after grant 256,308 shares/units Total direct holdings following the reported PSU acquisition
Financial performance period April 1, 2025 – March 31, 2026 Period used to certify financial metrics for PSU earning
rTSR performance period April 1, 2025 – March 31, 2028 Period for rTSR modifier affecting final PSU payout
PSU adjustment range 75% – 150% Range the rTSR modifier can apply to earned PSUs
Minimum PSUs eligible to vest 64,103 PSUs Represents 75% of PSUs earned and eligible to vest
performance stock units financial
"Reflects performance stock units ("PSUs"), originally granted to the Reporting Person"
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
PSUs financial
"The PSUs remain subject to an rTSR modifier performance metric"
PSUs are company shares promised to employees or executives that only become actual stock if the business hits specific performance targets over a set period. For investors, PSUs matter because they link pay to measurable outcomes — similar to a conditional bonus that converts into ownership — which can influence management decisions, dilution of shares, and signals about confidence in future results.
rTSR modifier financial
"subject to an rTSR modifier performance metric for the performance period"
performance period financial
"for the performance period from April 1, 2025 to March 31, 2026"
The performance period is the specific time span over which an investment’s results, an employee’s targets, or a fund’s returns are measured and judged. It matters to investors because the length and start/end of that window determine which gains or losses count toward performance fees, bonus payouts, or benchmark comparisons—much like timing a race decides who wins, the chosen period can change whether results look strong or weak.
vesting conditions financial
"right to receive one share of the Issuer's common stock upon satisfaction of the applicable vesting conditions"
Vesting conditions are the rules that determine when someone earning company stock or stock options actually gains the right to keep or sell them, typically based on staying with the company for a set time or meeting performance targets. Think of it like keys that unlock gradually — some unlock by calendar date, others only after agreed milestones. Investors care because vesting shapes management incentives, the timing of share sales, and the number of shares that can enter the market, which can affect a company's valuation and ownership mix.
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).
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*
LEDESMA BRUCE

(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 Legal & Compliance Ofc
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/19/2026
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 Stock05/19/2026A64,103(1)(2)(3)A$0(1)(2)(3)256,308D
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
Explanation of Responses:
1. 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%.
2. Each earned PSU reflects the right to receive one share of the Issuer's common stock upon satisfaction of the applicable vesting conditions.
3. 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 Bruce Ledesma05/20/2026
** 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)

FAQ

What did Nextpower (NXT) disclose about Bruce Ledesma’s recent equity award?

Nextpower disclosed that Chief Legal & Compliance Officer Bruce Ledesma received 64,103 performance stock units. These PSUs were earned based on financial performance and may convert into common shares, aligning his compensation with multi‑year company results and shareholder outcomes.

How are Bruce Ledesma’s Nextpower PSUs structured and when were they earned?

The PSUs were originally granted on May 23, 2025 and initially earned after board certification on May 19, 2026. That certification covered financial performance from April 1, 2025 to March 31, 2026, tying the award directly to specific company performance metrics over that period.

What performance periods apply to Bruce Ledesma’s Nextpower PSU award?

The PSUs use two overlapping periods: financial metrics for April 1, 2025 to March 31, 2026 and an rTSR modifier over April 1, 2025 to March 31, 2028. This structure links payout to both short-term financial results and longer-term relative shareholder returns.

What is the rTSR modifier on Nextpower (NXT) PSUs granted to Bruce Ledesma?

The rTSR modifier can adjust the final number of PSUs earned between 75% and 150% of the initial amount. This means the 64,103 PSUs reported represent the minimum that can vest, with potential upside if relative total shareholder return performance improves.

How many Nextpower shares or units does Bruce Ledesma hold after this PSU grant?

After this grant, Bruce Ledesma holds a total of 256,308 shares or share units directly. This total includes the newly earned PSUs, indicating a substantial ongoing equity stake that ties his compensation to Nextpower’s future share performance.

What conditions must be met for Bruce Ledesma’s Nextpower PSUs to vest?

Each earned PSU gives the right to one common share upon vesting. Vesting generally requires his continued employment through the end of the three‑year performance period and is also influenced by the rTSR modifier’s final outcome between 75% and 150%.