STEM (STEM) CEO granted new RSU and PSU awards plus prior PSU fix

Rhea-AI Filing Summary

Narayanan Arun reported acquisition or exercise transactions in this Form 4 filing.

STEM, INC. Chief Executive Officer Arun Narayanan reported equity awards in the form of restricted and performance stock units. On February 26, 2026, he received 57,600 restricted stock units (RSUs), which vest in three nearly equal annual installments of 33%, 33% and 34%, starting on March 7, 2027.

On the same date, he was granted 38,400 performance stock units (PSUs), which can vest only if the company’s volume‑weighted average share price meets or exceeds specified stock price targets over a consecutive 60‑trading‑day period. The filing also reports a prior grant of 16,250 PSUs made on January 27, 2025 with similar stock‑price‑based vesting conditions that had been inadvertently omitted from an earlier Form 4.

Insights

Equity compensation analyst

CEO receives time- and performance-based stock unit awards.

The CEO of STEM, INC. was granted 57,600 RSUs and two PSU awards totaling 54,650 units. RSUs vest over time starting on March 7, 2027, while PSUs depend on meeting future stock price targets over 60‑day periods.

These grants align the CEO’s potential compensation with both tenure and share price performance, but their ultimate value depends on future trading prices and continued service. The filing also corrects a previously unreported 16,250-unit PSU grant dated January 27, 2025, improving transparency around the CEO’s outstanding equity awards.

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^*

Narayanan Arun

(Last) (First) (Middle)

1400 POST OAK BLVD

SUITE 560

(Street)

HOUSTON TX 77056

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
STEM, INC. [ STEM ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/27/2025

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

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	(1)	02/26/2026		A		57,600		(2)	(2)	Common Stock, Par Value $0.0001 Per Share	57,600	$0	57,600	D
Performance Stock Unit	(1)	02/26/2026		A		38,400		(3)	(3)	Common Stock, Par Value $0.0001 Per Share	38,400	$0	38,400	D
Performance Stock Unit	(1)	01/27/2025		A		16,250		(4)	(4)	Common Stock, Par Value $0.0001 Per Share	16,250	$0	16,250	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") and performance stock unit ("PSU") represents a contingent right to receive one share of the Issuer's common stock.

2. On February 26, 2026, the Reporting Person was granted 57,600 RSUs vesting in three nearly equal annual installments (33%, 33%, 34%), beginning on March 7, 2027.

3. On February 26, 2026, the Reporting Person was granted 38,400 PSUs, a portion of which vests, if the volume-weighted average price of the Issuer's common stock for any consecutive sixty (60) trading-day period equals or exceeds a stock price target.

4. On January 27, 2025, the Reporting Person was granted 16,250 PSUs, a portion of which vests, if the volume-weighted average price of the Issuer's common stock for any consecutive sixty (60) trading-day period equals or exceeds a stock price target. These PSUs were inadvertently omitted from the previous Form 4.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Sarah Dunn, attorney-in-fact	03/02/2026
	** 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).
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FAQ

What equity awards did STEM (STEM) CEO Arun Narayanan receive?

Arun Narayanan received 57,600 restricted stock units and 38,400 performance stock units on February 26, 2026, plus a previously granted 16,250-unit PSU award from January 27, 2025, all at no cash cost, subject to vesting conditions and continued service.

How do the new STEM (STEM) restricted stock units for the CEO vest?

The 57,600 restricted stock units vest in three nearly equal annual installments of 33%, 33%, and 34%. Vesting begins on March 7, 2027, meaning the CEO must remain in service over several years for all units to fully convert into common shares.

What conditions apply to STEM (STEM) performance stock units granted to the CEO?

The 38,400 and 16,250 performance stock units vest only if STEM’s volume‑weighted average share price meets specified stock price targets for any consecutive 60‑trading‑day period. This structure ties potential share delivery directly to sustained stock price performance over time.

Why does the STEM (STEM) Form 4 mention a January 27, 2025 PSU grant?

The Form 4 discloses a 16,250-unit PSU grant dated January 27, 2025, which was inadvertently omitted from a prior filing. Including it now corrects the record and provides a more complete picture of the CEO’s outstanding equity-based compensation at STEM.

Did the STEM (STEM) CEO buy or sell common shares in this Form 4?

No open-market buys or sells are reported. The Form 4 shows equity awards of RSUs and PSUs granted at a price of $0.00 per unit, reflecting compensation grants rather than cash transactions in STEM’s common stock on the market.

What does each STEM (STEM) RSU or PSU represent for the CEO?

Each restricted stock unit and performance stock unit represents a contingent right to receive one share of STEM’s common stock. Actual share delivery depends on satisfying service-based vesting for RSUs and stock-price performance conditions for PSUs, as described in the award terms.