Xos holder converts $6,010,959 interest to shares
Aljomaih Automotive Co., a 10% owner of Xos, Inc., converted accrued interest on its Second Amended and Restated Convertible Promissory Note into common stock.
Rhea-AI Filing Summary
Aljomaih Automotive Co., a 10% owner of Xos, Inc., converted accrued interest on its Second Amended and Restated Convertible Promissory Note into common stock. On August 25, 2025, Xos paid $6,010,959 of accrued interest in 1,803,262 "Interest Shares" based on a 10-day VWAP of $3.33338 per share. This was a conversion of accrued interest and not a sale. Following the transaction, Aljomaih held 2,446,637 shares of common stock and continued to hold Convertible Notes with $20,000,000 principal, convertible into 279,912 shares at $71.451 per share, with additional interest potentially payable in stock under the note’s terms.
Positive
- None.
Negative
- None.
Insider Trade Summary
6,010,959 shares exercised/converted
Exercise
2 txns
Insider
Aljomaih Automotive Co.
Role
10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Convertible Note | 6,010,959 | $0.00 | $0.00 |
| Conversion | Common Stock | 1,803,262 | $0.00 | $0.00 |
Holdings After Transaction:
Convertible Note — 279,912 contracts (Direct);
Common Stock — 2,446,637 shares (Direct)
Footnotes (7)
- F1. The Second Amended and Restated Convertible Promissory Note ("Convertible Note") made by the Issuer to the Reporting Person provided that interest accrued on the Convertible Note through August 11, 2025, shall be paid by the Issuer in shares of Common Stock ("Interest Shares") on August 25, 2025.
- F2. Accrued interest on the Convertible Note is payable by the Issuer in Interest Shares at a conversion price equal to a market-based price (the "10-day VWAP," as defined in the Convertible Note) measured on the date of payment. Based upon the 10-day VWAP as of August 25, 2025 of $3.33338 per share, 1,803,262 Interest Shares were issued upon conversion of $6,010,959 of accrued interest on the Convertible Note. The entire principal amount of the Convertible Note remained outstanding following such transaction.
- F3. Principal amounts of the Convertible Note are convertible at the holder's election into shares of Common Stock of the Issuer at a conversion price of $71.451 per share. Accrued interest on the Convertible Note is payable by the Issuer in Interest Shares at a conversion price equal to a market-based price (the "10-day VWAP," as defined in the Convertible Note) measured on the date of payment.
- F4. 1,803,262 Interest Shares were issued upon conversion of $6,010,959 of accrued interest on the Convertible Note.
- F5. The principal amount plus any accrued and unpaid interest is convertible at the holder's election after November 9, 2022. However, under certain circumstances, the number of Interest Shares could be limited, in which case interest amounts payable in excess of such limit shall instead be payable within five business days of the earlier of (x) August 11, 2026 and (y) the date the Company receives stockholder approval to issue more than the limit in respect of conversion of the Convertible Note, as amended.
- F6. This was a conversion of accrued interest and not a sale.
- F7. The $20,000,000 principal amount of Convertible Notes outstanding at August 25, 2025 was convertible into 279,912 shares of Common Stock at $71.451 per share. Column 9 does not include any interest accrued on the Convertible Note since August 11, 2025 (at a rate of 10% per annum), which may be converted into Interest Shares at the 10-day VWAP on the date of payment, subject to certain restrictions (see Footnote 5).
Key Figures
Interest converted: $6,010,959
Interest Shares issued: 1,803,262 shares
VWAP conversion price: $3.33338 per share
+5 more
8 metrics
Interest converted
$6,010,959
Accrued interest on Convertible Note paid in shares on August 25, 2025
Interest Shares issued
1,803,262 shares
Common stock issued as interest payment based on 10-day VWAP
VWAP conversion price
$3.33338 per share
10-day VWAP used to calculate Interest Shares on August 25, 2025
Common shares after transaction
2,446,637 shares
Total Xos common stock directly held following the interest conversion
Convertible Note principal
$20,000,000
Outstanding principal balance of Convertible Notes after interest conversion
Principal conversion price
$71.451 per share
Price at which principal is convertible into Xos common stock
Shares from principal
279,912 shares
Common shares issuable upon conversion of $20,000,000 principal at $71.451
Interest rate
10% per annum
Rate on Convertible Note for interest accrued after August 11, 2025
Key Terms
Convertible Promissory Note, Interest Shares, 10-day VWAP, principal amount, +1 more
5 terms
Convertible Promissory Note financial
"The Second Amended and Restated Convertible Promissory Note ("Convertible Note") made by the Issuer"
A convertible promissory note is a loan a company takes now that can later be turned into shares instead of being repaid in cash. Think of it as lending money with the option to accept ownership in the business down the road; that matters to investors because it affects who gets paid first, how much ownership existing shareholders keep, and the company’s future valuation and cash needs. Terms such as conversion price, interest and maturity determine the financial impact.
10-day VWAP financial
"a conversion price equal to a market-based price (the "10-day VWAP," as defined in the Convertible Note)"
10-day VWAP is the average price at which a stock traded over the past ten trading days, weighted by the number of shares exchanged at each price so bigger trades count more. Investors use it like a benchmark or reference line—similar to checking the average speed on a ten-day trip weighted by how long you traveled at each speed—to judge whether current prices are fair, to time trades, and to spot short-term trends or unusual activity.
principal amount financial
"The $20,000,000 principal amount of Convertible Notes outstanding at August 25, 2025"
The principal amount is the original sum of money that is borrowed, lent, or invested before any interest, fees, or returns are added. It matters to investors because interest charges, scheduled repayments, and total return are calculated from that base amount — think of it as the price tag on which future costs or gains are built. Knowing the principal helps you compare deals and predict cash flows and risk.
convertible into financial
"principal amount of Convertible Notes outstanding at August 25, 2025 was convertible into 279,912 shares"
FAQ
What did Aljomaih Automotive Co. report in its Form 4 for Xos (XOS)?
Aljomaih Automotive Co. reported converting accrued interest on a Convertible Note into 1,803,262 Xos common shares. The conversion satisfied $6,010,959 of interest, paid in stock at a market-based 10-day VWAP price, and did not involve any share sales.
What is the size and conversion rate of Aljomaih’s remaining Xos (XOS) Convertible Notes?
After the interest conversion, Aljomaih still held $20,000,000 principal of Xos Convertible Notes. This principal is convertible at the holder’s election into 279,912 common shares at a fixed conversion price of $71.451 per share, excluding future accrued interest amounts.
How is future interest on the Xos (XOS) Convertible Note potentially paid to Aljomaih?
Future accrued interest on the Convertible Note may be paid in Interest Shares at a market-based 10-day VWAP price. Under certain limits, excess interest could instead be paid in cash by specified dates or after stockholder approval to issue more shares for conversion.
AI-generated analysis. How Rhea-AI works. Not financial advice.
