Phunware (NASDAQ: PHUN) VP surrenders 429 shares for tax withholding

Rhea-AI Filing Summary

Phunware, Inc. Vice President of Accounting John Brendhan Botkin reported a small routine tax-related share disposition on a Form 4. On June 9, 2026, he surrendered 429 shares of Common Stock at $1.94 per share to cover withholding taxes under Phunware’s 2018 Equity Incentive Plan. This was recorded as a tax-withholding disposition rather than an open-market trade. After this transaction, he directly holds 12,424 shares of Phunware common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Botkin John Brendhan

Role Vice President, Accounting

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	429	$1.94	$832.26

Holdings After Transaction: Common Stock — 12,424 shares (Direct, null)

Footnotes (1)

1. Represents shares surrendered by the Reporting Person for withholding of taxes pursuant to the terms of the Issuer's 2018 Equity Incentive Plan. The price reported in Table I, Box 4 above reflects the actual per share sales price of the shares disposed.

Key Figures

Shares surrendered for taxes: 429 shares Per-share value: $1.94 per share Shares held after transaction: 12,424 shares +1 more

4 metrics

Shares surrendered for taxes 429 shares Tax-withholding disposition on June 9, 2026

Per-share value $1.94 per share Price used for surrendered shares in Form 4

Shares held after transaction 12,424 shares Directly owned common stock following disposition

Tax-withholding shares total 429 shares Total shares reported as tax withholding in transactionSummary

Key Terms

tax-withholding disposition, 2018 Equity Incentive Plan, Form 4, beneficially owned

4 terms

tax-withholding disposition financial

"recorded as a tax-withholding disposition rather than an open-market trade"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

2018 Equity Incentive Plan financial

"to cover withholding taxes under Phunware’s 2018 Equity Incentive Plan"

Form 4 regulatory

"reported a small routine tax-related share disposition on a Form 4"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

beneficially owned financial

"total shares beneficially owned following the reported transaction"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

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Form 4 Insider Transactions: What Each Field Means →

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^*

Botkin John Brendhan

(Last) (First) (Middle)

1002 WEST AVENUE

(Street)

AUSTIN TEXAS 78701

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Phunware, Inc. [ PHUN ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Vice President, Accounting

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/09/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/09/2026		F		429(1)	D	$1.94(2)	12,424	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares surrendered by the Reporting Person for withholding of taxes pursuant to the terms of the Issuer's 2018 Equity Incentive Plan.

2. The price reported in Table I, Box 4 above reflects the actual per share sales price of the shares disposed.

	/s/ J. Brendhan Botkin	06/10/2026
	** 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)

FAQ

What insider transaction did Phunware (PHUN) report for John Brendhan Botkin?

Phunware reported that Vice President of Accounting John Brendhan Botkin surrendered 429 shares of common stock. The shares were used to cover tax withholding obligations tied to the company’s 2018 Equity Incentive Plan, rather than representing an open-market purchase or sale.

How many Phunware (PHUN) shares were used for tax withholding in this Form 4?

The Form 4 shows 429 shares of Phunware common stock were disposed of for tax withholding. These shares were surrendered under the 2018 Equity Incentive Plan to satisfy tax obligations associated with equity compensation, according to the filing footnotes.

At what price were the Phunware (PHUN) shares valued in the tax-withholding disposition?

The shares in the tax-withholding disposition were valued at $1.94 per share. The Form 4 notes this figure as the actual per-share sales price used for the surrendered shares recorded in Table I, Box 4 of the filing.

How many Phunware (PHUN) shares does John Brendhan Botkin hold after this transaction?

After the tax-withholding disposition, John Brendhan Botkin directly holds 12,424 shares of Phunware common stock. This post-transaction balance is disclosed in the Form 4 as the total shares beneficially owned following the reported transaction.

Was the Phunware (PHUN) insider transaction an open-market sale or a routine tax event?

The reported transaction was a routine tax event, not an open-market sale. The Form 4 and its footnotes explain that 429 shares were surrendered to cover withholding taxes under Phunware’s 2018 Equity Incentive Plan, a common equity-compensation mechanism.