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Tigo Energy (NASDAQ: TYGO) CMO gets PSU shares; some withheld for taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Tigo Energy's Chief Marketing Officer, James Dillon, reported a compensation-related stock transaction. He received 35,117 shares of Common Stock at $0.00 per share upon vesting of performance stock units tied to the company’s 2025 revenue and adjusted EBITDA goals. To cover tax obligations from this vesting, 18,793 shares were withheld at a price of $4.14 per share, rather than sold in the open market. After these transactions, he directly holds 199,080 shares of Tigo Energy common stock. The filing also notes additional time-based RSU awards that continue to vest over multi-year schedules, subject to continued service.

Positive

  • None.

Negative

  • None.
Insider Dillon James JD
Role Chief Marketing Officer
Type Security Shares Price Value
Grant/Award Common Stock 35,117 $0.00 --
Tax Withholding Common Stock 18,793 $4.14 $78K
Holdings After Transaction: Common Stock — 217,873 shares (Direct)
Footnotes (1)
  1. These shares of Common Stock were acquired upon a determination by the Company's Compensation Committee that the performance conditions had been met for the issuance of such shares pursuant to performance stock units ("PSUs") that were granted to the reporting person on September 16, 2024. The PSUs vest over a three-year period, with one-third of the PSUs eligible to vest each calendar year based on the achievement of performance goals for each of the calendar year periods ended December 31, 2025, 2026 and 2027 (each a "Performance Period"), subject to continued service through and including the first calendar day after the end of each such Performance Period. This amount represents the portion of the PSUs that vested following the first Performance Period, based upon the Company's achievement of the revenue and adjusted EBITDA performance goals for the year ended December 31, 2025. Includes 14,492 shares of Common Stock underlying RSUs granted to the reporting person on August 11, 2023 (the "August 2023 Grant Date"), 47,597 shares of Common Stock underlying RSUs granted to the reporting person on September 16, 2024 (the "September 2024 Grant Date"), and 77,255 shares of Common Stock underlying RSU's granted to the reporting person on August 1, 2025 (the "August 2025 Grant Date") in each case, pursuant to the Issuer's 2023 Incentive Plan. One-Third (1/3) of the RSUs initially granted to the reporting person on August 11, 2023 vested and were delivered to the reporting person on August 11, 2024, the first anniversary of the August 2023 Grant Date, and one-third of the RSUs subject to the grant shall vest and be deliverable to the reporting person on each of the second and third anniversaries of the August 2023 Grant Date, subject to continued service through each such vesting date. (Continuation of the Footnote (2)) One-Third (1/3) of the RSUs granted to the reporting person on September 16, 2024 shall vest, and an equal number of shares of Common Stock will be deliverable to the reporting person, on each of the first three anniversaries of the September 2024 Grant Date, subject to continued service through each such vesting date. One-Third (1/3) of the RSUs granted to the reporting person on August 1, 2025 shall vest, and an equal number of shares of Common Stock will be deliverable to the reporting person, on each of the first three anniversaries of the August 2025 Grant Date, subject to continued service through each such vesting date. Represents shares of Common Stock withheld to cover the tax withholding obligations in connection with the settlement of the PSUs described in Footnote 1.
Form 4 Insider Transactions: What Each Field Means →
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*
Dillon James JD
(Last)(First)(Middle)
983 UNIVERSITY AVENUE
SUITE B
(Street)
LOS GATOS CALIFORNIA 95032
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
TIGO ENERGY, INC. [ TYGO ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Marketing Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026		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 Stock03/17/2026A35,117(1)A$0.00217,873(2)(3)D
Common Stock03/17/2026F18,793(4)D$4.14199,080(2)(3)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. These shares of Common Stock were acquired upon a determination by the Company's Compensation Committee that the performance conditions had been met for the issuance of such shares pursuant to performance stock units ("PSUs") that were granted to the reporting person on September 16, 2024. The PSUs vest over a three-year period, with one-third of the PSUs eligible to vest each calendar year based on the achievement of performance goals for each of the calendar year periods ended December 31, 2025, 2026 and 2027 (each a "Performance Period"), subject to continued service through and including the first calendar day after the end of each such Performance Period. This amount represents the portion of the PSUs that vested following the first Performance Period, based upon the Company's achievement of the revenue and adjusted EBITDA performance goals for the year ended December 31, 2025.
2. Includes 14,492 shares of Common Stock underlying RSUs granted to the reporting person on August 11, 2023 (the "August 2023 Grant Date"), 47,597 shares of Common Stock underlying RSUs granted to the reporting person on September 16, 2024 (the "September 2024 Grant Date"), and 77,255 shares of Common Stock underlying RSU's granted to the reporting person on August 1, 2025 (the "August 2025 Grant Date") in each case, pursuant to the Issuer's 2023 Incentive Plan. One-Third (1/3) of the RSUs initially granted to the reporting person on August 11, 2023 vested and were delivered to the reporting person on August 11, 2024, the first anniversary of the August 2023 Grant Date, and one-third of the RSUs subject to the grant shall vest and be deliverable to the reporting person on each of the second and third anniversaries of the August 2023 Grant Date, subject to continued service through each such vesting date.
3. (Continuation of the Footnote (2)) One-Third (1/3) of the RSUs granted to the reporting person on September 16, 2024 shall vest, and an equal number of shares of Common Stock will be deliverable to the reporting person, on each of the first three anniversaries of the September 2024 Grant Date, subject to continued service through each such vesting date. One-Third (1/3) of the RSUs granted to the reporting person on August 1, 2025 shall vest, and an equal number of shares of Common Stock will be deliverable to the reporting person, on each of the first three anniversaries of the August 2025 Grant Date, subject to continued service through each such vesting date.
4. Represents shares of Common Stock withheld to cover the tax withholding obligations in connection with the settlement of the PSUs described in Footnote 1.
/s/ Bill Roeschlein, as attorney-in-fact03/19/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Tigo Energy (TYGO) report for its CMO?

Tigo Energy’s Chief Marketing Officer received 35,117 shares of Common Stock from vested performance stock units. The award was granted at $0.00 per share as part of his equity compensation, following achievement of 2025 revenue and adjusted EBITDA performance goals.

Were any Tigo Energy (TYGO) shares sold by the CMO in this Form 4?

No open-market sale was reported. 18,793 shares were withheld at $4.14 per share to satisfy tax obligations from the PSU vesting. This is a tax-withholding mechanism, not a discretionary sale into the market.

How many Tigo Energy (TYGO) shares does the CMO own after this filing?

After the reported transactions, James Dillon directly holds 199,080 shares of Tigo Energy Common Stock. This figure reflects both the vested performance stock units delivered and the shares withheld to cover associated tax liabilities.

What performance period triggered the Tigo Energy (TYGO) PSU vesting?

The vested shares came from PSUs granted on September 16, 2024. The first tranche vested based on 2025 performance, tied to Tigo Energy’s revenue and adjusted EBITDA for the year ended December 31, 2025, subject to continued service.

What ongoing RSU awards does the Tigo Energy (TYGO) CMO have?

Footnotes show RSUs from August 11, 2023, September 16, 2024, and August 1, 2025 grants. Each vests in one-third increments on annual anniversaries of their grant dates, contingent on the CMO’s continued service with the company.