STOCK TITAN

Stardust Power (SDST) CEO sells 102K shares, gifts 563K to family trusts

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Stardust Power Inc. director, CEO and Chairman Roshen Pujari reported two recent transactions in the company’s common stock. On May 26, 2026, he sold 102,427 shares in open-market transactions at a weighted average price of $2.18 per share, in sales used to cover tax withholding obligations tied to restricted stock unit settlement. After this sale, he held 502,771 shares directly.

On May 28, 2026, an entity associated with him, 7636 Holdings LLC, made a bona fide gift of 563,000 shares of common stock to irrevocable trusts for the benefit of his child. He disclaims beneficial ownership of the securities held by his child. Following these transactions, he is reported as beneficially owning blocks of shares through several entities, including 465,286 shares held by Energy Transition Investors LLC and 524,279 shares held by 7636 Holdings LLC.

Positive

  • None.

Negative

  • None.
Insider PUJARI ROSHEN
Role CEO and Chairman
Sold 102,427 shs ($223K)
Type Security Shares Price Value
Gift Common Stock 563,000 $0.00 --
Sale Common Stock 102,427 $2.18 $223K
Holdings After Transaction: Common Stock — 1,177,475 shares (Indirect, See Footnote); Common Stock — 502,771 shares (Direct, null)
Footnotes (1)
  1. Sale of shares to cover tax withholding obligation incurred upon settlement of restricted stock units. The price reported is a weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from $2.11 to $2.50, inclusive. 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. This transaction involved the reporting person's gift of 563,000 shares of Common Stock held by 7636 Holdings LLC to irrevocable trusts for the benefit of the reporting person's child. The reporting person disclaims beneficial ownership of the securities held by his child, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. The reporting person beneficially owns 465,286 shares held by Energy Transition Investors LLC, 524,279 shares held by 7636 Holdings LLC, 141,888 shares held by Vikasa Clean Energy LLC, and 46,022 shares held by Maggie Clayton.
Open-market shares sold 102,427 shares Common Stock sold on May 26, 2026
Weighted average sale price $2.18 per share Open-market sale to cover tax withholding
Sale price range $2.11–$2.50 per share Multiple transactions within this range
Shares gifted 563,000 shares Bona fide gift on May 28, 2026 via 7636 Holdings LLC
Direct holdings after sale 502,771 shares Common Stock held directly following May 26, 2026 sale
Indirect beneficial holdings 1,177,475 shares Held via named entities and individuals in footnote
bona fide gift financial
"This transaction involved the reporting person's gift of 563,000 shares of Common Stock..."
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
restricted stock units financial
"Sale of shares to cover tax withholding obligation incurred upon settlement of restricted stock units."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
weighted average sale price financial
"The price reported is a weighted average sale price per share."
beneficial ownership financial
"The reporting person disclaims beneficial ownership of the securities held by his child..."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
irrevocable trusts financial
"to irrevocable trusts for the benefit of the reporting person's child."
SEC Form 4
FORM 4UNITED 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*
PUJARI ROSHEN

(Last)(First)(Middle)
6608 N. WESTERN AVE,
SUITE 466

(Street)
NICHOLS HILLS OKLAHOMA 73116

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Stardust Power Inc. [ SDST ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
CEO and Chairman
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/26/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/26/2026S(1)102,427D$2.18(2)502,771D
Common Stock05/28/2026G(3)563,000D$01,177,475ISee Footnote(4)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Sale of shares to cover tax withholding obligation incurred upon settlement of restricted stock units.
2. The price reported is a weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from $2.11 to $2.50, inclusive. 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. This transaction involved the reporting person's gift of 563,000 shares of Common Stock held by 7636 Holdings LLC to irrevocable trusts for the benefit of the reporting person's child. The reporting person disclaims beneficial ownership of the securities held by his child, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
4. The reporting person beneficially owns 465,286 shares held by Energy Transition Investors LLC, 524,279 shares held by 7636 Holdings LLC, 141,888 shares held by Vikasa Clean Energy LLC, and 46,022 shares held by Maggie Clayton.
/s/ Udaychandra Devasper, as attorney in fact for Roshen Pujari05/28/2026
** Signature of Reporting PersonDate
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 transactions did Stardust Power (SDST) CEO Roshen Pujari report?

Roshen Pujari reported a tax-related sale and a large share gift. He sold 102,427 Stardust Power common shares at a weighted average $2.18 and an affiliated LLC gifted 563,000 shares to irrevocable trusts for his child, with a disclaimer of beneficial ownership.

How many Stardust Power (SDST) shares did the CEO sell and at what price?

The CEO sold 102,427 Stardust Power common shares at $2.18 per share. The price is a weighted average, with individual sale prices ranging between $2.11 and $2.50 per share across multiple open-market transactions reported in the Form 4.

Why were some Stardust Power (SDST) shares sold by CEO Roshen Pujari?

The reported Stardust Power share sale was to cover tax withholding. Footnotes state the shares were sold to satisfy tax obligations incurred when restricted stock units settled, indicating a tax-driven transaction rather than a purely discretionary portfolio adjustment.

What is the nature of the 563,000-share Stardust Power (SDST) transfer?

The 563,000 Stardust Power shares were a bona fide gift. Shares held by 7636 Holdings LLC were transferred to irrevocable trusts for the benefit of Roshen Pujari’s child, and he expressly disclaims beneficial ownership of securities held by the child.

How many Stardust Power (SDST) shares does Roshen Pujari beneficially own after these transactions?

Roshen Pujari is reported as beneficially owning 1,177,475 shares indirectly. Footnotes list 465,286 shares at Energy Transition Investors LLC, 524,279 at 7636 Holdings LLC, 141,888 at Vikasa Clean Energy LLC, and 46,022 held by Maggie Clayton, plus 502,771 shares held directly.

Were Stardust Power (SDST) CEO transactions open-market or non-market events?

The Form 4 includes both open-market and non-market transactions. The 102,427-share sale was open-market, used to cover tax withholding, while the 563,000-share transfer was a bona fide gift from an affiliated LLC to irrevocable trusts for his child.