STOCK TITAN

XCHG Ltd (XCH) CFO gains 1M shares via RSU vesting

(Neutral)
(Neutral)
Form Type
4

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.

Positive

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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 shares (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.
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
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.

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

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FAQ

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.
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*
Gallo Joel Adalberto

(Last)(First)(Middle)
XCHARGE EUROPE GMBH
HESELSTUCKEN 18

(Street)
HAMBURG22453

(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)
Director10% Owner
XOfficer (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)
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
Class A Ordinary Shares08/04/2026M1,000,000(1)A(1)1,000,000D
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
Restricted Stock Units(1)08/04/2026M1,000,000 (1) (1)Class A Ordinary Shares1,000,000(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 Gallo08/05/2026
** 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)