Xos, Inc. (XOS) director receives 60,584 RSUs in equity grant

Rhea-AI Filing Summary

Smith John F. reported acquisition or exercise transactions in this Form 4 filing.

Xos, Inc. director Smith John F. received a grant of 60,584 Restricted Stock Units, each representing one share of common stock upon settlement. These RSUs vest on the earlier of the first anniversary of the grant date or the day before the 2027 Annual Meeting, subject to the reporting person's continuous service, and bring direct holdings to 113,562 shares, including 60,584 unvested RSUs.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Smith John F.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	60,584	$0.00	--

Holdings After Transaction: Common Stock — 113,562 shares (Direct)

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.

Key Figures

RSUs granted: 60,584 shares Shares held after transaction: 113,562 shares Unvested RSUs included: 60,584 shares

3 metrics

RSUs granted 60,584 shares Restricted Stock Units awarded to Smith John F. on 2026-07-10

Shares held after transaction 113,562 shares Direct holdings of Smith John F. following the grant

Unvested RSUs included 60,584 shares Portion of reported holdings that remains unvested RSUs

Key Terms

Restricted Stock Units ("RSUs"), contingent right, continuous service

3 terms

Restricted Stock Units ("RSUs") financial

"represent Restricted Stock Units ("RSUs"), each of which represents a contingent right"

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 of the Issuer's"

continuous service financial

"subject to the Reporting Person's continuous service with Xos, Inc. through the vesting date"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/14/2026 - 06:03 PM Accepted by SEC EDGAR 07/14/2026 - 06:02 PM Learn about SEC filing dates

FAQ

What insider transaction did Xos (XOS) report for Smith John F.?

Smith John F., a director of Xos, received a grant of 60,584 RSUs, each convertible into one share of common stock upon settlement. The award is a grant/award acquisition, not an open-market purchase, and increases his reported direct holdings in the company.

How many Xos (XOS) shares does Smith John F. hold after this RSU grant?

After the grant, Smith John F. is reported as directly holding 113,562 shares of Xos common stock. This total includes 60,584 unvested RSUs, which will only settle into shares if the vesting conditions are satisfied over time.

When do the 60,584 Xos (XOS) RSUs granted to Smith John F. vest?

The 60,584 RSUs vest on the earlier of the first anniversary of the grant date or the day before Xos's 2027 Annual Meeting. Vesting is conditioned on the reporting person's continuous service with Xos through the applicable vesting date.

What are RSUs in the context of Xos (XOS) director compensation?

The award consists of Restricted Stock Units (RSUs), each representing a contingent right to receive one share of Xos common stock upon settlement. The units have no exercise price and convert to shares only if the vesting and service conditions are met.

Did Smith John F. buy or sell Xos (XOS) shares on the open market?

No open-market buy or sell is reported. The transaction is coded as A, a grant or award acquisition of 60,584 RSUs at no stated purchase price, reflecting an equity award rather than a discretionary market trade in Xos shares.

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^*

Smith John F.

(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)

X	Director		10% 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)

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	07/10/2026		A		60,584(1)	A	$0	113,562(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. 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.

	/s/ David M. Zlotchew, Attorney-in-Fact for John F. Smith	07/14/2026
	** 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)