Satellogic CFO insider trade: modest sale, major RSU award detailed

Rhea-AI Filing Summary

Satellogic Inc. (SATL) – Form 4 insider activity for CFO Rick Dunn

Between 20-23 June 2025 Mr. Dunn reported multiple equity transactions:

• RSU vestings & share issuance: 26,579 Class A shares were issued upon the quarterly vesting of three outstanding RSU awards. These were recorded at a $0 exercise price.
• Open-market sale: On 23 June 2025 he sold 30,009 shares at $3.50 per share (≈ $105k gross proceeds).
• Post-sale ownership: Direct beneficial ownership of Class A common stock decreased from 162,117 to 132,108 shares.
• New equity grant: On 23 June 2025 Dunn received a new award of 169,492 RSUs that will vest quarterly through June 2029.
• Remaining unvested equity: Following the filing he holds 514,321 RSUs in total (four separate grants) in addition to his common shares.

The filing indicates standard quarterly vesting schedules with shares withheld to satisfy tax obligations. The one sale represents roughly 18% of his post-vest vested shares, but he retains a significant stake, aligning long-term incentives with shareholders.

Positive

• Significant equity retention: CFO still holds 132,108 common shares plus 514,321 unvested RSUs, maintaining skin in the game.
• Long-term incentive grant: New 169,492-share RSU award extends vesting through 2029, aligning management with shareholders over four years.

Negative

• Insider selling: Sale of 30,009 shares (~18% of vested holdings) at $3.50 could be perceived as a modest bearish signal.
• Potential dilution: Additional 169,492 RSUs increase future share count once vested, marginally diluting existing shareholders.

Insights

Financial Analyst

TL;DR – CFO sold 30k shares but still holds >130k; received 169k new RSUs, signalling continued alignment despite modest insider selling.

The transactions are largely routine: quarterly RSU vesting and associated tax-related share withholding, followed by an open-market sale of ~30k shares at $3.50. While insider sales often raise eyebrows, the magnitude (≈$105k) is modest relative to Dunn’s remaining stake and to SATL’s 75 m fully diluted share count. The fresh 169k RSU grant further ties compensation to long-term performance, albeit adding slight dilution once vested. Overall market impact should be limited.

Corporate Governance Specialist

TL;DR – Standard Section 16 filing; quarterly vesting, minor discretionary sale, incentives extended to 2029.

Everything in this Form 4 follows normal compensation practices. The sale represented liquidity diversification rather than a wholesale reduction, and no 10b5-1 plan is cited. The multi-year RSU schedules (2026-2029) encourage tenure stability. No red flags on compliance or disclosure quality.

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^*

Dunn Rick

(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)
	Chief Financial Officer

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		3,345	A	$0	138,883	D
Class A Common Stock	06/20/2025		M		16,648	A	$0	155,531	D
Class A Common Stock	06/20/2025		M		6,586	A	$0	162,117	D
Class A Common Stock	06/23/2025		S		30,009	D	$3.5	132,108	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			4,692	(1)	(1)	Class A Common Stock	4,692	$0	14,076	D
Restricted Stock Unit	$0	06/20/2025		M			23,349	(2)	(2)	Class A Common Stock	23,349	$0	256,848	D
Restricted Stock Unit	$0	06/20/2025		M			9,237	(3)	(3)	Class A Common Stock	9,237	$0	73,905	D
Restricted Stock Unit	$0	06/23/2025		A		169,492		(4)	(4)	Class A Common Stock	169,492	$0	169,492	D

Explanation of Responses:

1. On December 2, 2022, Mr. Dunn was granted 75,072 RSUs. These RSUs vest in equal quarterly installments from December 2, 2022 through March 20, 2026, generally subject to continued employment through each vesting date. On June 20, 2025, 4,692 shares vested of which 1,347 shares were withheld in order to satisfy Mr. Dunn's obligations for payment of withholding and other taxes due in connection therewith.

2. On June 7, 2024, Mr. Dunn was granted 373,595 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, 23,349 shares vested of which 6,701 shares were withheld in order to satisfy Mr. Dunn's obligations for payment of withholding and other taxes due in connection therewith.

3. On August 9. 2023, Mr. Dunn was granted 147,801 RSUs. These RSUs vest in equal quarterly installments from September 20, 2023 through June 20, 2027, generally subject to continued employment through each vesting date. On June 20, 2025, 9,237 shares vested of which 2,651 shares were withheld in order to satisfy Mr. Dunn's obligations for payment of withholding and other taxes due in connection therewith.

4. On June 23, 2025, Mr. Dunn 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	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).
** 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

How many Satellogic (SATL) shares did CFO Rick Dunn sell?

He sold 30,009 Class A shares on 23 June 2025 at $3.50 each.

What is Rick Dunn’s current SATL share ownership?

After the reported transactions he directly owns 132,108 common shares.

How large is the new RSU award granted to the CFO?

On 23 June 2025, Dunn received 169,492 RSUs that vest quarterly through June 2029.

What is the total unvested equity Rick Dunn now holds?

Post-filing, he holds 514,321 RSUs across four grants.

Does the filing indicate use of a Rule 10b5-1 trading plan?

No, the form does not check the 10b5-1(c) box, suggesting the sale was not under a formal plan.

Is the Form 4 sale amount material to Satellogic’s float?

The 30k-share sale is immaterial relative to SATL’s multi-million share float.