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Xos, Inc. (XOS) grants 60,584 RSUs to director Stuart N. Bernstein

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

Rhea-AI Filing Summary

Bernstein Stuart N. reported acquisition or exercise transactions in this Form 4 filing.

Xos, Inc. director Stuart N. Bernstein reported an equity compensation award and updated holdings. He received 60,584 Restricted Stock Units (RSUs), each a contingent right to one share of common stock, vesting on the earlier of the first anniversary of the grant date or the day before the company’s 2027 Annual Meeting, subject to continuous service. Following this grant, Bernstein holds 142,642 shares of common stock directly (including 60,584 unvested RSUs) and 4,133 shares indirectly through Bernstein Investment Partners LLC.

Positive

  • None.

Negative

  • None.
Insider Bernstein Stuart N.
Role Director
Type Security Shares Price Value
Grant/Award Common Stock 60,584 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 142,642 shares (Direct); Common Stock — 4,133 shares (Indirect, See Footnote)
Footnotes (1)
  1. The shares reported in this transaction represent Restricted Stock Units ("RSUs"), each of which represents a contingent right to receive one share of the Issuer's common stock upon settlement. The RSUs vest on the earlier of (i) the first anniversary of the Grant date and (ii) the day before the Company's 2027 Annual Meeting, subject to the Reporting Person's continuous service with Xos, Inc. through the vesting date. Includes 60,584 unvested RSUs The securities are held by Bernstein Investment Partners LLC, of which the Reporting Person is the Managing Member.
RSUs granted 60,584 units Restricted Stock Units awarded to Stuart N. Bernstein on 2026-07-10
Grant price per RSU $0.0000 per share Recorded transaction price per share for the RSU award
Direct holdings after grant 142,642 shares Total Xos, Inc. common stock directly owned by Bernstein following the RSU grant
Unvested RSUs included in holdings 60,584 units Portion of Bernstein’s direct holdings that remain unvested RSUs
Indirect holdings after update 4,133 shares Shares held indirectly through Bernstein Investment Partners LLC
Vesting reference year 2027 RSUs vest by the day before the company’s 2027 Annual Meeting, subject to service
Restricted Stock Units ("RSUs") financial
"The shares reported in this transaction represent Restricted Stock Units ("RSUs")"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
contingent right financial
"each of which represents a contingent right to receive one share"
vest financial
"The RSUs vest on the earlier of (i) the first anniversary of the Grant date"
A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.
continuous service financial
"subject to the Reporting Person's continuous service with Xos, Inc. through the vesting date"
indirect ownership financial
"The securities are held by Bernstein Investment Partners LLC"
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FAQ

What did XOS director Stuart N. Bernstein receive in this Form 4 filing for XOS?

Stuart N. Bernstein received a grant of 60,584 Restricted Stock Units (RSUs), each representing a contingent right to one share of Xos, Inc. common stock upon settlement. The award is compensation, not an open-market purchase or sale.

What is the vesting schedule of the 60,584 RSUs reported for XOS?

The 60,584 RSUs vest on the earlier of (i) the first anniversary of the grant date and (ii) the day before Xos, Inc.’s 2027 Annual Meeting, provided Bernstein maintains continuous service with the company through the vesting date.

How many XOS shares does Stuart N. Bernstein hold after this Form 4 transaction?

After the reported grant, Bernstein holds 142,642 shares of common stock directly, which include 60,584 unvested RSUs. This figure reflects his updated direct ownership position in Xos, Inc. following the RSU award.

What indirect XOS holdings are disclosed for Stuart N. Bernstein?

Bernstein is reported as indirectly holding 4,133 shares of Xos, Inc. common stock through Bernstein Investment Partners LLC, an entity for which he serves as Managing Member, according to the filing’s ownership footnote.

Was there any open-market buying or selling of XOS stock in this Form 4?

No open-market purchases or sales are reported. The primary reported event is a grant of 60,584 RSUs to Bernstein, recorded at a price of $0.0000 per share as an equity compensation award, not a market trade.

Does the Form 4 for XOS indicate any remaining unvested RSUs for Bernstein?

Yes. The filing notes that Bernstein’s holdings include 60,584 unvested RSUs. These RSUs will convert into shares of Xos, Inc. common stock only upon vesting and settlement in accordance with the described vesting schedule.
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*
Bernstein Stuart N.

(Last)(First)(Middle)
C/O XOS, INC.
3550 TYBURN STREET, UNIT 100

(Street)
LOS ANGELES CALIFORNIA

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/10/2026
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 Stock07/10/2026A60,584(1)A$0142,642(2)D
Common Stock4,133ISee Footnote(3)
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. The shares reported in this transaction represent Restricted Stock Units ("RSUs"), each of which represents a contingent right to receive one share of the Issuer's common stock upon settlement. The RSUs vest on the earlier of (i) the first anniversary of the Grant date and (ii) the day before the Company's 2027 Annual Meeting, subject to the Reporting Person's continuous service with Xos, Inc. through the vesting date.
2. Includes 60,584 unvested RSUs
3. The securities are held by Bernstein Investment Partners LLC, of which the Reporting Person is the Managing Member.
/s/ David M. Zlotchew, Attorney-in-Fact for Stuart Bernstein07/14/2026
** 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)