[Form 4] Xos, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Emerald Green Trust, reporting as a director and 10% owner of Xos, Inc. (XOS), disclosed routine insider sales executed under a Rule 10b5-1 trading plan adopted May 27, 2025. The Form 4 reports three non-derivative sales of common stock: on 09/04/2025 the trust sold 13,110 shares at a weighted-average price of $2.2758 leaving 1,624,087 shares; on 09/05/2025 it sold 5,479 shares at $2.3042 leaving 1,618,608 shares; and on 09/08/2025 it sold 11,686 shares at $2.2871 leaving 1,606,922 shares. The filing is signed by Sarah Bardo as trustee on 09/08/2025. The filing notes the reported prices are weighted averages and that detailed per-price quantities are available upon request.

Positive

• Sales executed under a documented Rule 10b5-1 trading plan, adopted May 27, 2025, which supports compliance with insider trading rules.
• Filing provides weighted-average sale prices and post-transaction ownership balances, and offers to provide per-price quantity details on request.
• Form is signed by trustee, indicating formal execution of the disclosure (Sarah Bardo, Trustee, 09/08/2025).

Negative

• Insider disposed of 30,275 common shares across three transactions, reducing beneficial ownership from reported prior levels to 1,606,922 shares.
• Transactions represent cash sales which may be viewed by some investors as reducing insider stake, though executed under a plan.

Insights

Corporate Governance Expert

TL;DR: Director and 10% owner executed scheduled sales under a pre-established 10b5-1 plan; disclosure appears complete and routine.

The Form 4 shows Emerald Green Trust, a reporting person identified as both a director and 10% owner, disposed of shares across three dates under a 10b5-1 plan adopted May 27, 2025. The filing provides weighted-average prices and post-transaction beneficial ownership balances, and it's signed by the trustee. From a governance perspective, using a documented 10b5-1 plan and providing willingness to disclose per-price details supports procedural transparency and compliance with Section 16 reporting obligations.

Securities Analyst

TL;DR: Insider sold a modest number of shares relative to holdings; transactions were disclosed with weighted-average prices and remaining holdings.

The trust sold a total of 30,275 shares across three transactions at weighted-average prices ranging roughly $2.276 to $2.304, reducing its beneficial ownership from 1,636,997 (implicit prior) to 1,606,922 shares as reported. The disclosure clarifies price ranges and offers granular breakdown on request. The report is transactional and does not include convertible or derivative activity.

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).

X

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^*

Emerald Green Trust

(Last) (First) (Middle)

C/O XOS, INC.

3550 TYBURN STREET, UNIT 100

(Street)

LOS ANGELES CA 90065

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/04/2025

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

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	09/04/2025		S		13,110(1)	D	$2.2758(2)	1,624,087	D
Common Stock	09/05/2025		S		5,479(1)	D	$2.3042(3)	1,618,608	D
Common Stock	09/08/2025		S		11,686(1)	D	$2.2871(4)	1,606,922	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 transaction being reported was effected pursuant to a previously established Rule 10b5-1 trading plan adopted by the Reporting Person on May 27, 2025.

2. Represents weighted average sales price. The shares were sold at prices ranging from $2.21 to $2.39. The Reporting Person will provide upon request, to the SEC, the Issuer or any security holder of the Issuer, full information regarding the number of shares sold at each separate price.

3. Represents weighted average sales price. The shares were sold at prices ranging from $2.28 to $2.34. The Reporting Person will provide upon request, to the SEC, the Issuer or any security holder of the Issuer, full information regarding the number of shares sold at each separate price.

4. Represents weighted average sales price. The shares were sold at prices ranging from $2.25 to $2.33. The Reporting Person will provide upon request, to the SEC, the Issuer or any security holder of the Issuer, full information regarding the number of shares sold at each separate price.

Remarks:

	/s/ Sarah Bardo, Trustee for Emerald Green Trust	09/08/2025
	** 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 Emerald Green Trust report on Form 4 for XOS?

The trust reported three sales of XOS common stock on 09/04/2025 (13,110 shares), 09/05/2025 (5,479 shares), and 09/08/2025 (11,686 shares) under a 10b5-1 plan.

Were the XOS insider sales part of a 10b5-1 plan?

Yes. The filing states the transactions were effected pursuant to a Rule 10b5-1 trading plan adopted May 27, 2025.

What prices did Emerald Green Trust receive for the XOS shares?

Weighted-average prices are reported: $2.2758 (09/04/2025), $2.3042 (09/05/2025), and $2.2871 (09/08/2025); detailed per-price quantities are available upon request.

How many XOS shares does Emerald Green Trust own after these transactions?

1,606,922 shares of common stock are reported as beneficially owned following the 09/08/2025 transaction.

Who signed the Form 4 reporting these XOS transactions?

The Form 4 was signed by Sarah Bardo, Trustee for Emerald Green Trust, on 09/08/2025.