XOS insider Form 4: Director awarded 52,978 RSUs at $0

Rhea-AI Filing Summary

Xos, Inc. (XOS) reported an insider equity award. A Form 4 shows Director John F. Smith acquired 52,978 shares of common stock in the form of RSUs at $0 on 10/10/2025.

Each RSU represents a contingent right to receive one share upon settlement. The RSUs vest on the earlier of July 10, 2026 or the day before the Company’s 2026 Annual Meeting, subject to Smith’s continuous service through the vesting date.

After the reported transaction, Smith beneficially owned 52,978 shares, held directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Smith John F.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	52,978	$0.00	--

Holdings After Transaction: Common Stock — 52,978 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) July 10, 2026 and (ii) the day before the Company's 2026 Annual Meeting, subject to the Reporting Person's continuous service with Xos, Inc. through the vesting date. Includes 52,978 unvested RSUs.

Form 4 Insider Transactions: What Each Field Means →

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).

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, CA 90065 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
10/10/2025

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	10/10/2025		A		52,978(1)	A	$0	52,978(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) July 10, 2026 and (ii) the day before the Company's 2026 Annual Meeting, subject to the Reporting Person's continuous service with Xos, Inc. through the vesting date.

2. Includes 52,978 unvested RSUs.

Remarks:

	/s/ David M. Zlotchew, Attorney-in-Fact for John F. Smith	10/14/2025
	** 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 XOS disclose in this Form 4 filing?

Xos reported a grant of 52,978 RSUs at $0 to Director John F. Smith on 10/10/2025.

How do the RSUs granted to the XOS director vest?

The RSUs vest on the earlier of July 10, 2026 or the day before the Company’s 2026 Annual Meeting, subject to continuous service.

How many shares does the reporting person hold after the transaction?

Following the transaction, John F. Smith beneficially owned 52,978 shares, held directly.

What does each RSU represent in the XOS Form 4?

Each RSU represents a contingent right to receive one share of Xos common stock upon settlement.

What is the ownership form listed for the XOS director?

The ownership form is Direct (D).