Form 4: Inotiv Director Sells Shares Under 10b5-1 Plan

Inotiv Director R. Matthew Neff sold 2,000 shares of common stock on December 1, 2025, under a pre-arranged 10b5-1 trading plan to cover tax obligations.

Summary

• R. Matthew Neff, a Director of Inotiv, Inc. (NOTV), reported a transaction involving the sale of common stock.
• The transaction occurred on December 1, 2025, and involved the disposition of 2,000 shares.
• The shares were sold at a weighted average price of $0.8853 per share, with individual sales prices ranging from $0.8830 to $0.9085.
• The sale was executed pursuant to a Rule 10b5-1 trading plan adopted by Mr. Neff on February 13, 2025.
• The purpose of the sale was to cover tax obligations incurred from the vesting of equity awards in prior periods.
• Following this transaction, R. Matthew Neff beneficially owns 151,102 shares of Inotiv common stock directly.

Sentiment

Score: 5

Explanation: The transaction is a pre-scheduled sale under a 10b5-1 plan specifically for tax obligations, which is generally considered a neutral event and not indicative of management's sentiment on the company's future performance.

Negatives

• A director selling shares, even for tax purposes, reduces their direct ownership in the company.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Management Comments

• The shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 13, 2025, for purposes of covering tax obligations he incurred in connection with the vesting of equity awards in prior periods.

Industry Context

This Form 4 filing reports a routine insider transaction and does not provide information directly related to broader industry trends or competitive landscape.

Stakeholder Impact

• Shareholders: A director's sale of shares, even for tax purposes, slightly reduces insider ownership, but the small volume and pre-planned nature mitigate significant concern.

Key Dates

Recommendation

This Form 4 reports a small, pre-planned insider sale for tax purposes, not a discretionary sale based on new information. Such a transaction typically does not provide sufficient new fundamental information to warrant a change in investment recommendation. Investors should consider this a routine disclosure and maintain their current position based on broader company fundamentals and market conditions.

Keywords

Inotiv, NOTV, Form 4, Insider Trading, Stock Sale, Director, 10b5-1 Plan, Equity Awards, Tax Obligations