[Form 4] Satellogic Inc. Insider Trading Activity

Rhea-AI Filing Summary

Form 4 overview – Satellogic Inc. (SATL), filed 24 Jun 2025

President Matthew Tirman reported multiple equity transactions involving Class A common stock and Restricted Stock Units (RSUs):

• Vesting & share issuance (20 Jun 2025) – Two quarterly RSU tranches vested: 23,302 shares from a June 2024 grant and 12,657 shares from an August 2023 grant. After withholding 8,965 shares for taxes, Tirman received 26,994 net shares, recorded as “M” (conversion) at $0 exercise price.
• Post-transaction ownership – Direct ownership of Class A shares rose to 128,235.
• New equity award (23 Jun 2025) – Tirman was granted 169,492 new RSUs (code “A”). These units vest quarterly from 23 Jun 2025 through 20 Jun 2029, contingent on continued employment. His total unvested derivative holdings now stand at 256,329 RSUs.

No purchase or sale for cash occurred; all entries reflect equity compensation mechanics. The filing signals continued incentive alignment but introduces additional potential dilution for common shareholders. No other insiders were involved.

Positive

• None.

Negative

• 169,492 new RSUs increase potential share dilution over the 2025-2029 vesting period.

Insights

Securities Analyst

TL;DR Routine RSU vesting and new grant; no cash trades; limited immediate market impact but incremental dilution over 4-year vesting period.

The Form 4 details standard executive compensation actions. Two tranches vested, increasing Tirman’s freely tradable stock by 26,994 shares, a modest figure unlikely to affect liquidity. The more notable item is the grant of 169,492 RSUs—roughly six times today’s share issuance—which lengthens his incentive horizon to 2029. While the award marginally enlarges the fully-diluted share count, the multi-year vesting cadence spreads dilution and ties value creation to tenure. No open-market sales were reported, indicating the officer is retaining shares. From a valuation standpoint, the event is neutral: it neither signals insider confidence through open-market buying nor bearish sentiment via selling.

Corporate Governance Expert

TL;DR Compensation aligns tenure with equity; grant size notable but standard; insider retains position, suggesting commitment, overall neutral governance signal.

The compensation committee continues to use quarterly-vesting RSUs to retain key leadership. Vesting schedules (2024–2028 and 2025–2029) reinforce medium-term alignment. Tax-related share withholding is routine and avoids open-market selling pressure. The absence of 10b5-1 plan notation implies discretionary holding, yet no disposition occurred. Dilution risk exists—169k RSUs equate to roughly 0.4% of a 40 m share base (if that is accurate)—but staggered vesting limits shock. No red flags on hedging or pledging appear. Governance impact: neutral.

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

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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^*

Tirman Matthew

(Last) (First) (Middle)

SATELLOGIC INC.

210 DELBURG STREET

(Street)

DAVIDSON NC 28036

(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		10% Owner
X	Officer (give title below)		Other (specify below)
	President

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2025

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	06/20/2025		M		17,493	A	$0	118,734	D
Class A Common Stock	06/20/2025		M		9,501	A	$0	128,235	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
Restricted Stock Unit	$0	06/20/2025		M			23,302	(1)	(1)	Class A Common Stock	23,302	$0	256,329	D
Restricted Stock Unit	$0	06/20/2025		M			12,657	(2)	(2)	Class A Common Stock	12,657	$0	0	D
Restricted Stock Unit	$0	06/23/2025		A		169,492		(3)	(3)	Class A Common Stock	169,492	$0	169,492	D

Explanation of Responses:

1. On Junes 7, 2024, Mr. Tirman was granted 372,841 RSUs. These RSUs vest in equal quarterly installments from June 20, 2024 through March 20, 2028, generally subject to continued employment through each vesting date. On June 20, 2025, 23,302 shares vested of which 5,809 shares were withheld in order to satisfy Mr. Tirman's obligations for payment of withholding and other taxes due in connection therewith.

2. On August 9, 2023, Mr. Tirman was granted 101,236 RSUs. These RSUs vest in equal quarterly installments from September 20, 2023 through June 20, 2025, generally subject to continued employment through each vesting date. On June 20, 2025, 12,657 shares vested of which 3,156 shares were withheld in order to satisfy Mr. Tirman's obligations for payment of withholding and other taxes due in connection therewith.

3. On June 23, 2025, Mr. Tirman was granted 169,492 RSUs. These RSUs vest in equal quarterly installments from June 23, 2025 through June 20, 2029, generally subject to continued employment through each vesting date.

Remarks:

	/s/ Rick Dunn, Attorney-in-fact for Matthew Tirman	06/24/2025
	** 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).
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FAQ

How many Satellogic (SATL) shares did President Matthew Tirman receive on 20 Jun 2025?

He received 26,994 net shares (17,493 + 9,501) after tax withholding from vested RSUs.

What is the size of the new RSU grant to Matthew Tirman disclosed in the Form 4?

The filing shows a grant of 169,492 Restricted Stock Units on 23 Jun 2025.

When will the newly granted 169,492 RSUs to SATL’s President fully vest?

They vest in equal quarterly installments from 23 Jun 2025 through 20 Jun 2029, subject to continued employment.

What is Matthew Tirman’s direct ownership of SATL Class A shares after the reported transactions?

His direct ownership increased to 128,235 shares.

Did the Form 4 report any open-market sales or purchases for cash?

No. All transactions were RSU conversions or grants recorded at $0 exercise price; no cash sales or buys occurred.