XWELL grants director 150,000 restricted shares

Director Reid Gerard received a fully vested grant of 150,000 restricted XWELL shares, now held directly.

Rhea-AI Filing Summary

XWELL, Inc. (symbol: XWEL) is the issuer of record for a Form 4 filing submitted to the SEC. Reid Gerard reported acquisition or exercise transactions in this Form 4 filing.

XWELL, Inc. (XWEL) reported that director Reid Gerard received a grant of 150,000 restricted shares of common stock on August 25, 2026. The shares, with par value $0.01 and a reported grant price of $0.00 per share, vested fully on the grant date, resulting in Gerard holding 150,000 shares directly after the transaction. No Rule 10b5-1 trading plan is indicated for this award.

Insider Trade Summary

Grant/Award: 150,000 shares

Grant/Award 1 txn

Insider Reid Gerard

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1	150,000	$0.00	$0.00

Holdings After Transaction: Common Stock — 150,000 shares (Direct)

Footnotes (1)

1. F1. Represents restricted shares of the Issuer's common stock, par value $0.01 which vested fully on the date of grant.

Key Figures

Restricted shares granted: 150,000 shares Grant price per share: $0.00 per share Shares held after transaction: 150,000 shares

3 metrics

Restricted shares granted 150,000 shares Grant of restricted common stock to director Reid Gerard on August 25, 2026

Grant price per share $0.00 per share Reported transaction price for the 150,000 restricted shares

Shares held after transaction 150,000 shares Total XWELL common shares held directly by Reid Gerard following the grant

Key Terms

restricted shares, vested fully, par value

3 terms

restricted shares financial

"Represents restricted shares of the Issuer's common stock, par value $0.01"

Restricted shares are company stock that cannot be sold or transferred immediately because they are subject to legal or contractual limits, such as a required holding period or performance conditions. They matter to investors because these locked-up shares can affect a company’s available stock for trading, future dilution, and insider incentives—imagine a gift that can’t be cashed until certain conditions are met, which changes when and how much supply can suddenly enter the market.

vested fully financial

"which vested fully on the date of grant"

par value financial

"common stock, par value $0.01 which vested fully"

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

FAQ

What insider transaction did XWEL director Reid Gerard report?

Director Reid Gerard reported receiving a grant of 150,000 restricted shares of XWELL, Inc. common stock on August 25, 2026. The shares vested fully on the grant date and are held directly.

How many XWEL shares does Reid Gerard hold after this Form 4 transaction?

After the reported transaction, Reid Gerard holds 150,000 shares of XWELL, Inc. common stock directly. This total corresponds to the 150,000 restricted shares granted and fully vested on August 25, 2026.

What type of XWEL securities did Reid Gerard acquire in this filing?

Reid Gerard acquired restricted shares of XWELL, Inc. common stock, par value $0.01 per share. The Form 4 notes these are restricted shares that vested fully on the date of grant.

Was Reid Gerard’s XWEL share grant made under a Rule 10b5-1 trading plan?

No. The Form 4 indicates the Rule 10b5-1 checkbox is not marked, and no footnote states that this grant was made pursuant to a Rule 10b5-1 or other pre-arranged trading plan.

Did Reid Gerard buy or sell any XWEL shares on the market in this Form 4?

No. The reported transaction is a grant/award acquisition of 150,000 restricted shares at a reported price of $0.00 per share. The filing does not report any open-market purchases or sales.

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Available on EDGAR 09/04/2026 - 05:01 PM Accepted by SEC EDGAR 09/04/2026 - 05:01 PM Learn about SEC filing dates

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^*

Reid Gerard

(Last) (First) (Middle)

C/O XWELL, INC.

254 WEST 31ST STREET, 11TH FLOOR

(Street)

NEW YORK NEW YORK 10001

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
XWELL, Inc. [ XWEL ]

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)
08/25/2026

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(1)	08/25/2026		A		150,000	A	$0	150,000	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. Represents restricted shares of the Issuer's common stock, par value $0.01 which vested fully on the date of grant.

	/s/ Gerard Reid	09/04/2026
	** 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)