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Howard Lutnick reports sale of 13.38M SATL shares; $200K deal

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

Rhea-AI Filing Summary

Howard W. Lutnick reported on 10/06/2025 the sale of indirect voting interests that resulted in the disposition of 13,380,873 shares of Class A common stock and the related disposition of 533,333 warrants exercisable into Class A shares. The transactions arose from the closing of a sale of the voting shares of CF Group Management, Inc. to trusts controlled by Brandon G. Lutnick, and the filing states the aggregate sale price for the voting shares of CFGM was $200,000. Following the closing, the reporting person disclaims beneficial ownership of the shares held by CFAC, CF&Co. and CFS in excess of any pecuniary interest and reports zero beneficial ownership of the referenced Class A shares and warrants. The Form 4 clarifies record holders and the chain of indirect ownership through CFLP, CFAC, CF&Co. and CFS.

Positive

  • Transaction closed on 10/06/2025, providing transparent updated ownership reporting
  • Reporting person disclaims beneficial ownership of the disclosed shares and warrants, clarifying Section 16 status

Negative

  • Disposition of 13,380,873 Class A shares and 533,333 warrants removes previously reported indirect holdings
  • Voting control change for CF Group Management, Inc. could alter prior governance linkages (aggregate sale price $200,000)

Insights

Significant shift in indirect voting control and disclosure clarity.

The filing documents a completed transfer of the voting shares of CF Group Management, Inc., which previously connected the reporting person to indirect holdings of 13,380,873 Class A shares and 533,333 warrants. The statement clarifies that those securities are now held by entities tied to the Purchaser Trusts and that the reporting person disclaims beneficial ownership beyond any pecuniary interest.

This reduces the reporting person’s indirect equity connection to the issuer and removes their declarable beneficial ownership of the specific holdings; investors should note the immediate change in reported insider holdings as of 10/06/2025.

Form 4 records a trustee-initiated sale and a clean Section 16 update.

The filing shows the reporting person acted in a trustee capacity to close the sale of voting shares of CFGM, and it reports the related dispositions under Table I and Table II, including warrants with an exercise window noted as exercisable within 60 days. The report disclaims continued beneficial ownership except for any pecuniary interest, consistent with Section 16 disclosures.

Key compliance items: the transaction date is 10/06/2025, the aggregate sale price is $200,000, and the Form 4 is signed to reflect the updated ownership status for filing purposes.

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
X
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*
LUTNICK HOWARD W

(Last) (First) (Middle)
C/O 110 EAST 59TH STREET

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Satellogic Inc. [ SATL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
10/06/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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
Class A common stock 10/06/2025 S 13,380,873 D (1)(2) 0 I See footnote(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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants $8.63 10/06/2025 S 533,333 02/25/2022 01/25/2027 Class A common stock 533,333 (1)(2) 0 I See footnote(3)
Explanation of Responses:
1. On October 6, 2025, the reporting person, in his capacity as trustee of a trust, closed the sale to trusts controlled by Brandon G. Lutnick (the "Purchaser Trusts") of all of the voting shares of CF Group Management, Inc. ("CFGM"), which is the managing general partner of Cantor Fitzgerald, L.P. ("CFLP"). CFLP is the sole member of CFAC Holdings V, LLC ("CFAC") and the indirect holder of a majority of the equity interests of Cantor Fitzgerald & Co. ("CF&Co.") and Cantor Fitzgerald Securities ("CFS").
2. CFAC directly owns (a) 10,488,738 shares of Class A common stock (including up to 1,863,696 shares of Class A common stock that are subject to forfeiture based on vesting and earn-out targets) and (b) 533,333 shares of Class A common stock underlying an equal number of warrants to purchase shares of Class A common stock which are exercisable within 60 days. CF&Co. directly owns 2,078,064 shares of Class A common stock. CFS directly owns 814,071 shares of Class A common stock and may be deemed to beneficially own the 2,078,064 shares of Class A common stock directly owned by CF&Co. Following the closing of the transaction, the reporting person no longer has beneficial ownership of the shares of Class A common stock owned by CFAC, CF&Co. and CFS. The aggregate sale price of the voting shares of CFGM was $200,000.
3. CFAC, CF&Co. and CFS are the record holders of the shares reported herein. CFLP is the sole member of CFAC and the indirect holder of a majority of the equity interests of CF&Co. and CFS. CFGM is the managing general partner of CFLP. The reporting person was the trustee of CFGM's sole stockholder prior to the transaction described in footnote (1). The reporting person disclaims beneficial ownership of all securities held by CFAC, CF&Co. and CFS in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he was the beneficial owner of, or had pecuniary interest in, any such excess securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
/s/ Howard Lutnick 10/06/2025
** 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.

FAQ

What did Howard Lutnick report on Form 4 for SATL?

The Form 4 reports the sale of indirect voting interests that resulted in the disposition of 13,380,873 Class A shares and 533,333 warrants, and that the reporting person no longer beneficially owns those securities.

When did the reported transaction occur for SATL insiders?

The transaction and the Form 4 report indicate the closing and transaction date of 10/06/2025.

How much were the voting shares of CFGM sold for?

The aggregate sale price for the voting shares of CF Group Management, Inc. is stated as $200,000.

Do the filings show any remaining beneficial ownership by the reporting person?

The reporting person disclaims beneficial ownership of the shares held by CFAC, CF&Co. and CFS in excess of any pecuniary interest and reports zero beneficial ownership of the referenced Class A shares and warrants following the transaction.

What securities were reported in Table II?

Table II reports disposition of 533,333 warrants with a conversion price of $8.63, exercisable within a noted 60-day window, underlying 533,333 Class A shares.
Satellogic Inc

NASDAQ:SATL

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237.07M
85.47M
19.1%
47.56%
3.66%
Aerospace & Defense
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United States
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