Welcome to our dedicated page for Xos SEC filings (Ticker: XOSWW), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
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Xos, Inc. is asking stockholders to approve six items at its 2026 virtual annual meeting on June 23, 2026. Investors will vote on electing three Class II directors, ratifying Grant Thornton LLP as auditor, and amending the 2021 Equity Incentive Plan to increase shares reserved for equity awards. The ballot also includes a non-binding say-on-pay vote for 2025 executive compensation, a non-binding vote on how frequently to hold future say-on-pay votes, and approval of a potential issuance of 20% or more of outstanding common stock at prices that may be below the Nasdaq Minimum Price to holders of certain convertible promissory notes, including any change of control that may result. Holders of 12,056,211 common shares outstanding as of April 24, 2026 can vote online, by phone, mail, or during the virtual meeting.
Xos, Inc. entered into a Confidential Separation Agreement and General Release with former General Counsel and Secretary Christen T. Romero, effective April 24, 2026, to formalize his previously announced January 2025 departure.
The agreement provides a $110,000 cash lump sum, accelerated vesting of 120,000 restricted stock units with the resulting shares subject to a 21‑month lock-up, and potential additional $50,000 in cash if the company achieves specified liquidity targets or transactions within three years after the agreement becomes effective. Xos will also reimburse up to $9,500 of Romero’s legal fees related to the agreement.
Xos, Inc. filed an amendment to its annual report mainly to add missing auditor language on critical audit matters and to include full Part III disclosures. The company reported 2025 revenue of $46.0 million, down from $56.0 million in 2024, and a net loss of $25.3 million, about half the prior year’s loss. Xos generated $5.4 million of cash from operating activities in 2025 but ended the year with $14.0 million of cash, $26.2 million of working capital and an accumulated deficit of $228.7 million. Both management and the independent auditor disclosed that these conditions raise substantial doubt about Xos’s ability to continue as a going concern, noting reliance on future capital raises, receivable collections and refinancing of a $20 million convertible note whose maturity was extended into installments through 2028. The statements do not include adjustments that might result if the company cannot continue as a going concern.
Xos, Inc. director Edward J. Rapp reported an equity compensation grant. On April 10, 2026, he acquired 5,182 shares of Common Stock in the form of RSUs, issued in lieu of his cash retainer for serving as Audit Committee Chair and director in the first quarter of 2026. The RSUs vested immediately on the grant date.
After this grant, Rapp holds 131,360 shares directly, which include 62,377 unvested RSUs, and an additional 21,172 shares indirectly through a trust for which he serves as trustee.
Xos, Inc. Chief Executive Officer Dakota Semler reported a routine tax-related share withholding linked to equity compensation. The company withheld 14,538 shares of common stock at $1.77 per share to cover Semler’s tax obligations from vesting Restricted Stock Unit (RSU) awards.
After this non-market transaction, Semler directly holds 891,599 common shares and also has 526,885 unvested RSUs, which represent additional potential future shares as they vest and settle.
Xos, Inc. director and COO Giordano Sordoni had 9,636 shares of common stock withheld by the company at $1.77 per share to cover tax obligations from vesting restricted stock unit (RSU) awards. After this tax-withholding disposition, he directly holds 1,645,680 shares, including 519,647 unvested RSUs.
Xos, Inc. Chief Financial Officer Liana Pogosyan had 3,163 shares of common stock withheld on April 10, 2026 to cover tax obligations tied to vesting restricted stock units. This was a tax-withholding disposition, not an open-market trade. After this, she directly holds 166,915 shares, including 118,883 unvested RSUs, showing most of her position remains equity-based compensation.
Xos, Inc. amendment to a Schedule 13G/A reports that YA II PN, Ltd. and affiliated reporting persons beneficially own 0 shares of Common Stock (par value $0.0001) representing 0% of the class as of the filing. The filing lists the group structure and cross‑affiliations among the YA entities and states that Mark Angelo makes investment decisions for YA II.
Xos, Inc. director Stuart N. Bernstein reported an open-market sale of 4,071 shares of Common Stock at a weighted average price of $1.6442 per share on March 31, 2026. After the sale, he directly holds 94,087 shares, including 62,377 unvested RSUs, and indirectly holds 4,133 shares through Bernstein Investment Partners LLC.
Fidelity Brokerage Services LLC submitted a Form 144 notice relating to proposed transactions in the common stock of XOS. The filing lists multiple open‑market purchases dated in 2021 and identifies Fidelity at 245 Summer Street, Boston, MA. The filing record includes a 03/31/2026 date and references NASDAQ.