TLS Form 4/A: CEO Sale and Ownership Correction Clarified

Rhea-AI Filing Summary

John B. Wood, Chairman and CEO of Telos Corporation (TLS), reported an amended Form 4 disclosing a sale of 174,700 shares of Telos common stock on 09/05/2025. The sale was reported with a weighted-average price of $6.21, and the filing states the shares were acquired in multiple transactions at prices ranging from $6.04 to $6.70. The report also corrects a prior ownership disclosure: the filing clarifies that Mr. Wood directly owns 1,543,374 shares and indirectly owns 4,238,776 shares through JJJJJV, LLC, of which he is the manager and he and his spouse are the only members. The form was signed by an attorney-in-fact on Mr. Wood's behalf.

Positive

• Corrected ownership disclosure clarifies direct (1,543,374) and indirect (4,238,776) holdings, improving transparency
• Clear transaction pricing provided: weighted-average $6.21 and range $6.04–$6.70
• CEO retains substantial ownership via direct and indirect holdings after the sale

Negative

• Insider sale of 174,700 shares reduces CEO's position and may prompt investor questions about timing
• Prior reporting error required an amended Form 4 to correct beneficial ownership figures

Insights

Securities Analyst

TL;DR Insider sale disclosed; corrected ownership detail improves transparency but sale size appears small relative to total holdings.

This Form 4/A documents a disposition of 174,700 shares by the company’s Chairman and CEO at a weighted-average price of $6.21, with transaction prices spanning $6.04 to $6.70. The amendment corrects previously misstated ownership by separating amounts directly owned by Mr. Wood (1,543,374 shares) from those held indirectly via JJJJJV, LLC (4,238,776 shares). For investors, the disclosure reduces ambiguity about insider holdings; the sale represents a modest portion of the combined direct and indirect position, so it is unlikely to be materially dilutive or signal a major shift in ownership.

Corporate Governance Expert

TL;DR Amended filing corrects ownership records and provides clearer governance transparency; routine insider sale raises standard reporting considerations.

The amendment remedies a past reporting error by clarifying direct versus indirect holdings and confirms Mr. Wood’s role as manager of the LLC holding substantial indirect shares. Accurate disclosure of beneficial ownership is important for governance and compliance. The use of an attorney-in-fact to sign the form is standard practice. While insider sales warrant attention, the filing shows the CEO maintains significant combined ownership, which preserves alignment with shareholders.

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^*

Wood John B

(Last) (First) (Middle)

C/O TELOS CORPORATION

19886 ASHBURN ROAD

(Street)

ASHBURN VA 20147

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TELOS CORP [ TLS ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
09/05/2025

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
Common Stock	09/05/2025		S		174,700	D	$6.21(1)	1,543,374(2)	I	By LLC
Common Stock								4,238,776(2)	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

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. The shares were acquired in multiple transactions at prices ranging from $6.04 to $6.70, inclusive. The reporting person undertakes to provide Telos Corporation, any security holder of Telos Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares acquired at each separate price within the range set forth in these footnotes.

2. Since November 17, 2021, it was erroneously reported that 945,589 shares were purchased and directly held by the reporting person. Those shares were actually purchased and held indirectly by JJJJJV, LLC, a limited liability company of which the reporting person is the manager and of which the reporting person and his spouse are the only members. The amounts reported in Column 5 are the correct amounts owned directly by the reporting person and indirectly by JJJJJV, LLC, respectively, as of the date of this report.

Remarks:

	/s/ Helen M. Oh, attorney-in-fact	09/05/2025
	** 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 Telos (TLS) CEO John B. Wood sell?

On 09/05/2025 John B. Wood reported a sale of 174,700 shares of Telos common stock at a weighted-average price of $6.21.

What price range was disclosed for the shares sold by John B. Wood?

The filing states the shares were acquired in multiple transactions at prices ranging from $6.04 to $6.70.

How many Telos shares does John B. Wood beneficially own after the sale?

The amended Form 4 reports Mr. Wood directly owns 1,543,374 shares and indirectly owns 4,238,776 shares through JJJJJV, LLC.

Why was the Form 4 amended?

The amendment corrects a prior misstatement that incorrectly reported certain shares as directly held when they were actually held indirectly by JJJJJV, LLC.

Who signs the Form 4/A on behalf of John B. Wood?

This filing was signed on behalf of Mr. Wood by an attorney-in-fact, Helen M. Oh, dated 09/05/2025.