Director at Xos (XOS) sells 5,179 shares, holds 92,979 more

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

4/A

Rhea-AI Filing Summary

Xos, Inc. director Stuart N. Bernstein reported an open-market sale of 5,179 shares of Common Stock on March 31, 2026 at a weighted average price of about $1.6418 per share. Following the sale, he holds 92,979 shares directly, which include 62,377 unvested RSUs, and 4,133 shares indirectly through Bernstein Investment Partners LLC.

Insider Trade Summary

Net Seller: 5,179 shares ($8,503)

Net Sell 2 txns

Insider Bernstein Stuart N.

Role null

Sold 5,179 shs ($9K)

Type	Security	Shares	Price	Value
Sale	Common Stock	5,179	$1.6418	$9K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 92,979 shares (Direct, null); Common Stock — 4,133 shares (Indirect, See Footnote)

Footnotes (1)

Represents weighted average sales price. The shares were sold at prices ranging from $1.63 to $1.662. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price. Includes 62,377 unvested RSUs. The securities are held by Bernstein Investment Partners LLC, of which the Reporting Person is the Managing Member.

Key Figures

Shares sold: 5,179 shares Weighted average sale price: $1.6418 per share Sale price range: $1.63–$1.662 per share +3 more

6 metrics

Shares sold 5,179 shares Open-market sale on March 31, 2026

Weighted average sale price $1.6418 per share Common Stock sale on March 31, 2026

Sale price range $1.63–$1.662 per share Range for individual trade prices in the sale

Direct holdings after transaction 92,979 shares Common Stock held directly following the sale

Indirect holdings after transaction 4,133 shares Common Stock held via Bernstein Investment Partners LLC

Unvested RSUs included in direct holdings 62,377 RSUs Unvested restricted stock units within direct position

Key Terms

weighted average sales price, unvested RSUs, restricted stock units, Managing Member

4 terms

weighted average sales price financial

"Represents weighted average sales price. The shares were sold at prices ranging from $1.63 to $1.662."

unvested RSUs financial

"Includes 62,377 unvested RSUs."

restricted stock units financial

"Includes 62,377 unvested RSUs."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Managing Member financial

"The securities are held by Bernstein Investment Partners LLC, of which the Reporting Person is the Managing Member."

Form 4 Insider Transactions: What Each Field Means →

05/22/2026 - 05:37 PM

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^*

Bernstein Stuart N.

(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)
03/31/2026

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)
04/02/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/31/2026		S		5,179	D	$1.6418⁽¹⁾	92,979⁽²⁾	D
Common Stock								4,133	I	See 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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents weighted average sales price. The shares were sold at prices ranging from $1.63 to $1.662. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

2. Includes 62,377 unvested RSUs.

3. The securities are held by Bernstein Investment Partners LLC, of which the Reporting Person is the Managing Member.

Remarks:

This Amendment is being filed solely to correct an inadvertent error in the number of securities disposed of and price per share thereof in the sale transaction reported for March 31, 2026 as originally filed on April 2, 2026. There is a corresponding change to the reported number of securities beneficially owned following the transaction.

	/s/ David M. Zlotchew, Attorney-in-Fact for Stuart Bernstein	05/22/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Xos (XOS) director Stuart N. Bernstein report?

Stuart N. Bernstein reported selling 5,179 shares of Xos Common Stock in an open-market transaction. The sale occurred on March 31, 2026, and was disclosed as part of his updated beneficial ownership, including remaining direct, indirect, and unvested RSU holdings.

How many Xos (XOS) shares did Stuart N. Bernstein sell and at what price?

He sold 5,179 shares of Xos Common Stock at a weighted average price of $1.6418 per share. Footnotes state individual sale prices ranged from $1.63 to $1.662, and full price-by-price details are available on request from the reporting person.

How many Xos (XOS) shares does Stuart N. Bernstein hold after this transaction?

After the reported sale, he holds 92,979 Xos Common Stock shares directly and 4,133 shares indirectly. A filing footnote also specifies that his direct holdings include 62,377 unvested restricted stock units, which represent additional equity that has not yet fully vested.

What does the Form 4/A amendment for Xos (XOS) say about unvested RSUs?

The filing notes that Bernstein’s direct Xos holdings include 62,377 unvested RSUs. Restricted stock units are share-based awards that typically vest over time, so these units are part of his potential future equity position rather than currently unrestricted shares.

How are some of Stuart N. Bernstein’s Xos (XOS) shares held indirectly?

A filing footnote explains that 4,133 Xos shares are held by Bernstein Investment Partners LLC. Bernstein is the Managing Member of this entity, so these shares are reported as indirect beneficial ownership separate from his directly held Xos Common Stock.