Form 4: Arteris CEO Sells Shares for Tax, 10b5-1 Plan

Arteris, Inc. President and CEO, Janac K Charles, reported sales of common stock totaling 3,304 shares in early December 2025, primarily for tax obligations and under a pre-arranged trading plan.

Summary

• Janac K Charles, President and CEO, Director, and 10% Owner of Arteris, Inc. (AIP), reported two transactions involving the sale of common stock.
• On December 2, 2025, 1,246 shares of common stock were sold at a price of $14.8246 per share.
• This sale was conducted to satisfy the reporting person's tax liability arising from the release of restricted stock units.
• On December 3, 2025, an additional 2,058 shares of common stock were sold at a weighted average price of $15.5213 per share.
• These shares were sold in multiple transactions ranging from $14.63 to $15.95.
• The December 3rd transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 5, 2025.
• Following these transactions, Janac K Charles directly beneficially owns 158,455 shares of common stock.
• Indirect beneficial ownership includes 9,639,071 shares held by Bayview Legacy, LLC, where the reporting person is the manager, and 56,252 shares held by Charles and Lydia Janac Trust, where the reporting person serves as trustee.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While insider selling can sometimes be a negative signal, the stated reasons (tax liability and a pre-arranged 10b5-1 plan) indicate routine, non-discretionary transactions rather than a reflection of a negative outlook on the company's future.

Positives

• The sale of 2,058 shares was executed under a pre-arranged 10b5-1 trading plan, indicating a planned transaction rather than a reaction to new negative information.

Negatives

• Insider selling, even for tax purposes or under a 10b5-1 plan, can sometimes be perceived negatively by the market, potentially signaling a lack of conviction or a desire to diversify holdings.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.

Management Comments

• Shares were sold to satisfy the Reporting Person's tax liability arising as a result of the release of restricted stock units.
• The transaction was made pursuant to a 10b5-1 trading plan that was adopted by the Reporting Person on March 5, 2025.

Industry Context

This Form 4 filing is a routine disclosure of insider transactions and does not provide information directly related to broader industry trends or competitive landscape.

Related Party Transactions

• The reporting person has indirect beneficial ownership through Bayview Legacy, LLC, where they serve as manager, and through the Charles and Lydia Janac Trust, where they serve as trustee.

Stakeholder Impact

• Shareholders may note the insider sales, but the stated reasons (tax obligations and a 10b5-1 plan) suggest these are routine transactions and unlikely to indicate a significant shift in management's confidence or the company's prospects.

Key Dates

Recommendation

The filing details routine insider stock sales by the CEO for tax obligations and under a pre-established 10b5-1 trading plan. These types of transactions are generally not indicative of a change in the company's fundamental outlook or a strong buy/sell signal. Therefore, a 'hold' recommendation is appropriate as this filing does not provide new information to alter an existing investment thesis.

Keywords

Arteris, AIP, Insider Trading, Form 4, Stock Sale, CEO, 10b5-1 Plan, Restricted Stock Units, Tax Liability