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  4. [Form 4] Xos, Inc. Insider Trading Activity

Xos, Inc. (XOS) director granted 60,584 RSUs, disposes 3,119 shares

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

Rhea-AI Filing Summary

Xos, Inc. director Michael Paul Richardson reported a compensation-related grant of 60,584 Restricted Stock Units, each representing a contingent right to receive one share of common stock. These RSUs vest on the earlier of the first anniversary of the grant date or the day before the company’s 2027 annual meeting, subject to his continuous service.

He also disposed of 3,119 shares on each of 2026-07-10, 2026-07-13, and 2026-07-14 at weighted average prices of 2.4935, 2.3473, and 2.3899 per share, with sale prices disclosed in specified ranges and at least one transaction under a Rule 10b5-1 trading plan adopted on 2025-09-16. After these transactions, he holds 138,491 shares directly, including 60,584 unvested RSUs.

Positive

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Insider Richardson Michael Paul
Role Director
Type Security Shares Price Value
Disposition Common Stock 3,119 $2.3899 $7K
Disposition Common Stock 3,119 $2.3473 $7K
Grant/Award Common Stock 60,584 $0.00 --
Disposition Common Stock 3,119 $2.4935 $8K
Holdings After Transaction: Common Stock — 138,491 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 The transaction reported on this line was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 16, 2025. Represents weighted average sales price. The shares were sold at prices ranging from $2.46 to $2.59. The Reporting Person will provide upon request, to the SEC, the Issuer or any security holder of the Issuer, full information regarding the number of shares sold at each separate price. Represents weighted average sales price. The shares were sold at prices ranging from $2.325 to $2.44. 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. Represents weighted average sales price. The shares were sold at prices ranging from $2.35 to $2.45. 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.
RSUs granted 60,584 shares Restricted Stock Units of common stock granted on 2026-07-10
Shares disposed 2026-07-10 3,119 shares at 2.4935 per share Non-derivative disposition of common stock
Shares disposed 2026-07-13 3,119 shares at 2.3473 per share Non-derivative disposition of common stock
Shares disposed 2026-07-14 3,119 shares at 2.3899 per share Non-derivative disposition of common stock
Post-transaction holdings 138,491 shares Direct common stock holdings following all reported transactions
Unvested RSUs included in holdings 60,584 RSUs Unvested Restricted Stock Units included in direct holdings
Restricted Stock Units ("RSUs") financial
"represent Restricted Stock Units ("RSUs"), each of which represents"
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.
Rule 10b5-1 trading plan regulatory
"transaction reported on this line was effected pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average sales price financial
"Represents weighted average sales price. The shares were sold at prices"
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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transactions did XOS director Michael Paul Richardson report?
Michael Paul Richardson reported a grant of 60,584 RSUs and three dispositions of 3,119 common shares each. The dispositions occurred on 2026-07-10, 2026-07-13, and 2026-07-14 at weighted average prices between 2.3473 and 2.4935 per share. All transactions involved Xos, Inc. common stock.

How many RSUs did Michael Paul Richardson receive from Xos, Inc. (XOS)?
He received a grant of 60,584 Restricted Stock Units (RSUs), each representing a contingent right to one share of Xos common stock. These RSUs are subject to vesting conditions tied to time and continued service with the company.

At what prices did Richardson dispose of Xos (XOS) shares in this Form 4?
Richardson disposed of 3,119 shares on each of three dates at weighted average prices of 2.4935, 2.3473, and 2.3899 per share. Footnotes state the shares were sold within specified price ranges around these averages.

How many Xos, Inc. (XOS) shares does Richardson hold after the reported transactions?
Following the reported transactions, Richardson directly holds 138,491 shares of Xos common stock. This figure includes 60,584 unvested RSUs, meaning a portion of his reported holdings is subject to future vesting conditions.

When will Michael Paul Richardson’s newly granted XOS RSUs vest?
The 60,584 RSUs will vest on the earlier of (i) the first anniversary of the grant date and (ii) the day before Xos’s 2027 annual meeting, provided Richardson remains in continuous service with the company through the vesting date.

Were any of Richardson’s XOS share dispositions under a Rule 10b5-1 plan?
At least one reported disposition was effected under a Rule 10b5-1 trading plan adopted by Richardson on 2025-09-16. Such plans allow insiders to pre-arrange trades according to a set schedule or conditions, reducing the significance of trade timing.
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).
X
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*
Richardson Michael Paul
(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)
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$0147,848(2)D
Common Stock07/10/2026D3,119(3)D$2.4935(4)144,729(2)D
Common Stock07/13/2026D3,119(3)D$2.3473(5)141,610(2)D
Common Stock07/14/2026D3,119(3)D$2.3899(6)138,491(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)
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 transaction reported on this line was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 16, 2025.
4. Represents weighted average sales price. The shares were sold at prices ranging from $2.46 to $2.59. The Reporting Person will provide upon request, to the SEC, the Issuer or any security holder of the Issuer, full information regarding the number of shares sold at each separate price.
5. Represents weighted average sales price. The shares were sold at prices ranging from $2.325 to $2.44. 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.
6. Represents weighted average sales price. The shares were sold at prices ranging from $2.35 to $2.45. 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.
/s/ David M. Zlotchew, Attorney-in-Fact for Michael Paul Richardson07/14/2026
** 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)

Source: View Original Filing on SEC EDGAR