Form 4: Intuitive Machines Director and 10% Owner Executes Pre-Arranged Stock Sale

A director and 10% owner of Intuitive Machines, Kamal Ghaffarian, converted common units to Class A stock and subsequently sold 40,254 shares for approximately $12.02 per share under a pre-arranged 10b5-1 plan.

Summary

• Kamal Ghaffarian, a Director and 10% owner of Intuitive Machines, Inc. (LUNR), reported transactions on July 17, 2025.
• 40,254 Common Units of Intuitive Machines, LLC were converted into an equal number of Class A Common Stock of Intuitive Machines, Inc.
• Concurrently, 40,254 shares of Class C Common Stock were automatically cancelled for no consideration.
• Following the conversion, 40,254 shares of Class A Common Stock were sold at a weighted average price of $12.0205 per share, with prices ranging from $12.00 to $12.09.
• The sale was executed pursuant to a Rule 10b5-1 plan adopted by Ghaffarian Enterprises, LLC on December 18, 2024.
• After these transactions, Kamal Ghaffarian's indirect beneficial ownership includes 3,494,768 shares of Class A Common Stock and 36,133,746 Common Units/Class C Common Stock held across Ghaffarian Enterprises, LLC, GM Enterprises, LLC, and Intuitive Machines KG Parent, LLC.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While an insider sale can sometimes be perceived negatively, the fact that it was executed under a pre-arranged 10b5-1 plan mitigates concerns that it's based on new, negative information. It's a routine disclosure of a planned transaction.

Positives

• The sale was conducted under a Rule 10b5-1 plan, indicating it was pre-scheduled and not based on new, non-public information.

Negatives

• A director and 10% owner selling shares, even under a 10b5-1 plan, can sometimes be perceived negatively by the market as it reduces insider exposure to the company's stock.

Future Outlook

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

Industry Context

This Form 4 filing is a routine disclosure of insider trading activity. It does not provide specific insights into broader industry trends or competitive landscape, but rather details a pre-planned transaction by a significant insider in the space exploration and lunar technology sector.

Related Party Transactions

• The transactions involve Kamal Ghaffarian, a director and 10% owner, and entities he controls (Ghaffarian Enterprises, LLC, GM Enterprises, LLC, Intuitive Machines KG Parent, LLC), which are considered related parties. The conversion of Common Units to Class A Common Stock and subsequent sale are transactions between these related parties and the public market.

Stakeholder Impact

• Shareholders: The sale by a significant insider could lead to minor concerns about insider confidence, though the 10b5-1 plan mitigates this. The transaction itself does not directly impact other stakeholders like employees, customers, suppliers, or creditors.

Key Dates

Recommendation

Keywords

Intuitive Machines, LUNR, SEC Form 4, Insider Trading, Stock Sale, Kamal Ghaffarian, 10b5-1 Plan, Beneficial Ownership, Class A Common Stock, Class C Common Stock, Common Units