XCHG CFO receives 1M shares from RSU vesting

XCHG Ltd chief financial officer Joel Adalberto Gallo had 1,000,000 Restricted Stock Units vest on August 4, 2026, converting into 1,000,000 Class A Ordinary Shares.

Rhea-AI Filing Summary

XCHG Ltd chief financial officer Joel Adalberto Gallo had 1,000,000 Restricted Stock Units vest on August 4, 2026, converting into 1,000,000 Class A Ordinary Shares.

Following this vesting, he directly holds 1,000,000 Class A Ordinary Shares and 3,000,000 additional RSUs that are scheduled to vest in three equal annual installments beginning August 4, 2027, subject to continued service to XCHG Ltd.

Each RSU represents the right to receive one Class A Ordinary Share, cash equal to one share, or American Depositary Shares, each representing 40 Class A Ordinary Shares.

Insider Trade Summary

1,000,000 shares exercised/converted

Exercise 2 txns

Insider Gallo Joel Adalberto

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units F1	1,000,000	--	--
Exercise	Class A Ordinary Shares F1	1,000,000	--	--

Holdings After Transaction: Restricted Stock Units — 3,000,000 contracts (Direct); Class A Ordinary Shares — 1,000,000 shares (Direct)

Footnotes (1)

1. F1. Represents the vesting of Restricted Stock Units ("RSUs") on August 4, 2026. The reporting person holds 3,000,000 additional RSUs that will vest in three equal annual installments beginning on August 4, 2027, subject to continued service to the Issuer. Each RSU represents the contingent right to receive, following vesting, one Class A Ordinary Share of the Issuer, par value US$0.00001 per share (each, a "Class A Ordinary Share"), or the equivalent value of one Class A Ordinary Share in cash. In lieu of Class A Ordinary Shares, the RSUs may be settled in an equivalent number of American Depositary Shares, each representing 40 Class A Ordinary Shares.

Key Figures

RSUs vested: 1,000,000 Restricted Stock Units Shares acquired: 1,000,000 Class A Ordinary Shares Unvested RSUs remaining: 3,000,000 Restricted Stock Units +1 more

4 metrics

RSUs vested 1,000,000 Restricted Stock Units Vested on August 4, 2026 for CFO Joel Adalberto Gallo

Shares acquired 1,000,000 Class A Ordinary Shares Received upon RSU vesting on August 4, 2026

Unvested RSUs remaining 3,000,000 Restricted Stock Units Scheduled to vest in three equal annual installments beginning August 4, 2027

ADS to share ratio 40 Class A Ordinary Shares per American Depositary Share Each American Depositary Share represents 40 Class A Ordinary Shares

Key Terms

Restricted Stock Units, Class A Ordinary Shares, American Depositary Shares

3 terms

Restricted Stock Units financial

"Represents the vesting of Restricted Stock Units ("RSUs") on August 4, 2026"

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.

Class A Ordinary Shares financial

"one Class A Ordinary Share of the Issuer, par value US$0.00001 per share"

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

American Depositary Shares financial

"may be settled in an equivalent number of American Depositary Shares, each rep"

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider equity event did XCH (XCHG Ltd) report for its CFO?

XCHG Ltd reported that its chief financial officer, Joel Adalberto Gallo, had 1,000,000 Restricted Stock Units vest on August 4, 2026, converting into 1,000,000 Class A Ordinary Shares. This reflects equity compensation vesting rather than any open-market purchase or sale.

How many RSUs does XCH CFO Joel Adalberto Gallo still hold after this transaction?

After the August 4, 2026 vesting, Joel Adalberto Gallo holds 3,000,000 additional Restricted Stock Units. These remaining RSUs are scheduled to vest in three equal annual installments beginning on August 4, 2027, and are subject to his continued service to XCHG Ltd.

What shares does the XCH CFO own directly following the reported RSU vesting?

Following the transaction, Joel Adalberto Gallo directly owns 1,000,000 Class A Ordinary Shares of XCHG Ltd. Those shares were received upon vesting of 1,000,000 RSUs on August 4, 2026, and are reported as directly held by him.

When will the remaining RSUs reported by XCH for its CFO vest?

The remaining 3,000,000 RSUs held by XCH’s CFO are scheduled to vest in three equal annual installments beginning on August 4, 2027. Each installment is conditioned on his continued service to the company at the relevant vesting dates.

What does each XCH Restricted Stock Unit entitle the holder to receive?

Each XCH Restricted Stock Unit represents a contingent right to receive one Class A Ordinary Share after vesting, or the cash equivalent of one share. Alternatively, RSUs may be settled in American Depositary Shares, each representing 40 Class A Ordinary Shares.

Were the XCH insider transactions made under a Rule 10b5-1 trading plan?

The transactions are not identified as being made pursuant to a Rule 10b5-1 trading plan. The Rule 10b5-1 checkbox for these reported transactions is not marked as affirming execution under such a pre-arranged trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/05/2026 - 06:05 AM Accepted by SEC EDGAR 08/05/2026 - 06:00 AM Learn about SEC filing dates

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^*

Gallo Joel Adalberto

(Last) (First) (Middle)

XCHARGE EUROPE GMBH

HESELSTUCKEN 18

(Street)

HAMBURG 22453

(City) (State) (Zip)

GERMANY

(Country)

2. Issuer Name and Ticker or Trading Symbol
XCHG Ltd [ XCH ]

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/04/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Ordinary Shares	08/04/2026		M		1,000,000(1)	A	(1)	1,000,000	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 Units	(1)	08/04/2026		M			1,000,000	(1)	(1)	Class A Ordinary Shares	1,000,000	(1)	3,000,000(1)	D

Explanation of Responses:

1. Represents the vesting of Restricted Stock Units ("RSUs") on August 4, 2026. The reporting person holds 3,000,000 additional RSUs that will vest in three equal annual installments beginning on August 4, 2027, subject to continued service to the Issuer. Each RSU represents the contingent right to receive, following vesting, one Class A Ordinary Share of the Issuer, par value US$0.00001 per share (each, a "Class A Ordinary Share"), or the equivalent value of one Class A Ordinary Share in cash. In lieu of Class A Ordinary Shares, the RSUs may be settled in an equivalent number of American Depositary Shares, each representing 40 Class A Ordinary Shares.

Remarks:

The Power of Attorney given by Mr. Gallo was previously filed with the U.S. Securities and Exchange Commission on March 18, 2026, as an exhibit to a statement on Form 3 filed by Mr. Gallo with respect to XCHG Limited and is hereby incorporated by reference.

	/s/ Ran Li, attorney-in-fact for Joel Adalberto Gallo	08/05/2026
	** 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).
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)