Ouster (OUST) CTO sells 34,600 shares after exercising options

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Ouster, Inc. Chief Technology Officer Mark Frichtl reported an exercise-and-sell transaction involving company stock. He exercised options to acquire 34,600 shares of Common Stock at about $2.13 per share, then sold the same 34,600 shares in open‑market trades at prices around $30 per share.

The sales were made pursuant to a pre‑arranged Rule 10b5‑1 trading plan dated December 15, 2025, indicating they were scheduled in advance. After these transactions, he holds 712,297 Common Shares directly and 31,434 Non‑Qualified Stock Options that are fully vested and exercisable.

Insider Trade Summary 10b5-1

Net Seller: 34,600 shares ($1,040,690)

Net Sell 6 txns

Insider Frichtl Mark

Role Chief Technology Officer

Sold 34,600 shs ($1.04M)

Type	Security	Shares	Price	Value
Exercise	Non-Qualified Stock Option	13,451	$0.00	--
Exercise	Common Stock	13,451	$2.13	$29K
Sale	Common Stock	13,451	$30.00	$404K
Exercise	Non-Qualified Stock Option	21,149	$0.00	--
Exercise	Common Stock	21,149	$2.13	$45K
Sale	Common Stock	21,149	$30.1272	$637K

Holdings After Transaction: Non-Qualified Stock Option — 31,434 shares (Direct, null); Common Stock — 725,748 shares (Direct, null)

Footnotes (1)

Reflects shares sold pursuant to a Rule 10b5-1 plan dated December 15, 2025. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $30.00 to $30.30. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The options are fully vested and exercisable.

Key Figures

Shares sold: 34,600 shares Sale price range: $30.00–$30.30 per share Option exercise price: $2.13 per share +4 more

7 metrics

Shares sold 34,600 shares Common Stock sold in open-market transactions

Sale price range $30.00–$30.30 per share Weighted-average sale prices for Common Stock

Option exercise price $2.13 per share Exercise price for Non-Qualified Stock Options

Shares held after 712,297 shares Common Stock directly owned following transactions

Options remaining 31,434 options Non-Qualified Stock Options fully vested and exercisable

Rule 10b5-1 plan date December 15, 2025 Plan governing reported stock sales

Option expiration October 1, 2030 Expiration date for the Non-Qualified Stock Options

Key Terms

Rule 10b5-1 plan, Non-Qualified Stock Option, weighted average price, Exercise or conversion of derivative security, +1 more

5 terms

Rule 10b5-1 plan regulatory

"Reflects shares sold pursuant to a Rule 10b5-1 plan dated December 15, 2025."

A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.

Non-Qualified Stock Option financial

"Security title listed as Non-Qualified Stock Option with underlying Common Stock."

A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

Exercise or conversion of derivative security financial

"Transaction code description: Exercise or conversion of derivative security."

fully vested and exercisable financial

"The options are fully vested and exercisable."

Form 4 Insider Transactions: What Each Field Means →

05/06/2026 - 05:18 PM

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^*

Frichtl Mark

(Last)

(First)

(Middle)

350 TREAT AVENUE

(Street)

SAN FRANCISCO

CALIFORNIA

94110

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Ouster, Inc. [ OUST ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Technology Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/04/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/04/2026		M		21,149	A	$2.13	733,446	D
Common Stock	05/04/2026		S		21,149⁽¹⁾	D	$30.1272⁽²⁾	712,297	D
Common Stock	05/05/2026		M		13,451	A	$2.13	725,748	D
Common Stock	05/05/2026		S		13,451⁽¹⁾	D	$30	712,297	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Non-Qualified Stock Option	$2.13	05/04/2026		M			21,149	⁽³⁾	10/01/2030	Common Stock	21,149	$0.00	44,885	D
Non-Qualified Stock Option	$2.13	05/05/2026		M			13,451	⁽³⁾	10/01/2030	Common Stock	13,451	$0.00	31,434	D

Explanation of Responses:

1. Reflects shares sold pursuant to a Rule 10b5-1 plan dated December 15, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $30.00 to $30.30. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

3. The options are fully vested and exercisable.

	/s/ Megan Chung, as Attorney-in-Fact for Mark Frichtl	05/06/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Ouster (OUST) report for CTO Mark Frichtl?

Ouster reported that CTO Mark Frichtl exercised options for 34,600 Common Shares at about $2.13 per share and sold the same 34,600 shares in open‑market transactions near $30 per share, all disclosed in a recent Form 4 insider filing.

At what prices did the Ouster (OUST) CTO sell his shares?

The reported sales used a weighted average price near $30 per share, including transactions at prices from $30.00 to $30.30. One line item shows a sale price of $30.1272, reflecting multiple executions aggregated into a single reported figure.

How many Ouster (OUST) shares does the CTO hold after the Form 4 transactions?

After the reported transactions, CTO Mark Frichtl directly holds 712,297 shares of Ouster Common Stock. He also retains 31,434 Non‑Qualified Stock Options that are fully vested and exercisable, providing additional potential equity exposure beyond his current common share ownership.

Were the Ouster (OUST) insider stock sales under a Rule 10b5-1 plan?

Yes. The filing states that the reported shares were sold under a Rule 10b5‑1 trading plan dated December 15, 2025. Such plans pre‑schedule trades, indicating these sales were planned in advance rather than discretionary market‑timing decisions by the executive.

What stock options did the Ouster (OUST) CTO exercise in this Form 4?

Mark Frichtl exercised Non‑Qualified Stock Options covering 34,600 underlying Common Shares at an exercise price of $2.13 per share. After these exercises, 31,434 options remain outstanding, fully vested, and exercisable until their stated expiration date in 2030.