Xos, Inc. (XOS) CFO withholds 3,163 shares to cover RSU tax liability

Rhea-AI Filing Summary

Xos, Inc. executive Liana Pogosyan, Chief Financial Officer, reported a Form 4 transaction involving company common stock. On 2026-08-10, 3,163 shares were disposed of at $2.70 per share to satisfy tax withholding obligations arising from the vesting of previously reported Restricted Stock Unit (RSU) awards. After this tax-withholding disposition, Pogosyan directly holds 154,262 shares of common stock, which include 94,994 unvested RSUs.

Insider Trade Summary

Net Seller: 3,163 shares

Net Sell 1 txn

Insider Pogosyan Liana

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1, F2	3,163	$2.70	$9K

Holdings After Transaction: Common Stock — 154,262 shares (Direct)

Footnotes (2)

1. F1. Represents the number of shares withheld by the Issuer to satisfy the tax withholding obligations in connection with the vesting of the Reporting Person's previously reported Restricted Stock Unit ("RSU") Awards. Each RSU represents a contingent right to receive one share of common stock upon settlement.
2. F2. Includes 94,994 unvested RSUs.

Key Figures

Shares withheld for taxes: 3,163 shares Price per share: $2.70 per share Shares held after transaction: 154,262 shares +1 more

4 metrics

Shares withheld for taxes 3,163 shares Common stock withheld on 2026-08-10 to satisfy tax withholding obligations on vesting RSUs

Price per share $2.70 per share Value used for the 3,163-share tax-withholding disposition on 2026-08-10

Shares held after transaction 154,262 shares Directly owned Xos common shares by CFO Liana Pogosyan following the reported disposition

Unvested RSUs included 94,994 RSUs Unvested Restricted Stock Units included in the post-transaction holdings of 154,262 shares

Key Terms

Restricted Stock Unit ("RSU") Awards, tax withholding obligations, contingent right, Form 4

4 terms

Restricted Stock Unit ("RSU") Awards financial

"vesting of the Reporting Person's previously reported Restricted Stock Unit ("RSU") Awards"

tax withholding obligations financial

"shares withheld by the Issuer to satisfy the tax withholding obligations in connection"

contingent right financial

"Each RSU represents a contingent right to receive one share of common stock"

Form 4 regulatory

"reported a Form 4 transaction involving company common stock"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/12/2026 - 05:02 PM Accepted by SEC EDGAR 08/12/2026 - 05:02 PM Learn about SEC filing dates

FAQ

What insider transaction did Xos (XOS) report for CFO Liana Pogosyan?

Xos reported that CFO Liana Pogosyan had 3,163 shares of common stock withheld on 2026-08-10 to cover tax withholding obligations from vesting RSU awards, at a price of $2.70 per share.

Was the Xos (XOS) CFO’s Form 4 transaction a market sale?

No. The Form 4 shows 3,163 shares were withheld by the issuer to pay tax withholding obligations tied to vesting RSUs, rather than an open-market sale initiated by CFO Liana Pogosyan.

How many Xos (XOS) shares does CFO Liana Pogosyan hold after this transaction?

Following the 3,163-share tax-withholding disposition, CFO Liana Pogosyan holds 154,262 shares of Xos common stock directly, as reported, including a significant portion represented by unvested RSUs.

How many unvested RSUs does the Xos (XOS) CFO still have after the reported transaction?

After the reported tax-withholding disposition, CFO Liana Pogosyan’s position includes 94,994 unvested RSUs, each representing a contingent right to receive one share of Xos common stock upon settlement.

What does transaction code F mean in the Xos (XOS) CFO’s Form 4?

Transaction code F indicates payment of tax liability by delivering or withholding securities. For Xos, 3,163 shares were withheld to satisfy CFO Liana Pogosyan’s tax obligations on vesting RSU 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

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^*

Pogosyan Liana

(Last) (First) (Middle)

C/O XOS, INC.

3550 TYBURN STREET, UNIT 100

(Street)

LOS ANGELES CALIFORNIA 90065

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Xos, Inc. [ XOS ]

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)
08/10/2026

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
Common Stock	08/10/2026		F		3,163(1)	D	$2.7	154,262(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. Represents the number of shares withheld by the Issuer to satisfy the tax withholding obligations in connection with the vesting of the Reporting Person's previously reported Restricted Stock Unit ("RSU") Awards. Each RSU represents a contingent right to receive one share of common stock upon settlement.

2. Includes 94,994 unvested RSUs.

	/s/ David M. Zlotchew, Attorney-in-Fact for Liana Pogosyan	08/12/2026
	** 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)