Form 4: Intuitive Machines Director Sells $5.2M in Stock

A director and 10% owner of Intuitive Machines, Kamal Ghaffarian, through Ghaffarian Enterprises, LLC, sold 283,818 shares of Class A Common Stock for approximately $5.2 million.

Summary

• Kamal Ghaffarian, a Director and 10% owner of Intuitive Machines, Inc. (LUNR), reported transactions through affiliated entities.
• On March 24, 2026, 283,818 Common Units of Intuitive Machines, LLC were redeemed for an equal number of Class A Common Stock shares.
• Concurrently, 283,818 shares of Class C Common Stock were automatically cancelled for no consideration.
• Ghaffarian Enterprises, LLC then sold a total of 283,818 shares of Class A Common Stock in multiple transactions on the same date.
• The sales were executed under a Rule 10b5-1 plan adopted on December 4, 2025.
• The total proceeds from these sales amounted to approximately $5,200,000 based on the weighted average prices.
• Following these transactions, Kamal Ghaffarian, through his affiliated entities, beneficially owns 3,494,768 shares of Class A Common Stock and 35,781,539 Common Units/Class C Common Stock.

Sentiment

Score: 4

Explanation: StockSavvy.ai views this as a moderately negative signal due to the significant volume of shares sold by a key insider, despite the existence of a 10b5-1 plan, which mitigates some of the immediate negative implications.

Positives

• The sales were conducted under a pre-arranged Rule 10b5-1 plan, indicating a planned divestment rather than an immediate reaction to new information.

Negatives

• A significant insider sale of 283,818 shares, totaling approximately $5.2 million, by a director and 10% owner could be perceived negatively by the market.

Risks

• Insider sales, especially by a significant owner and director, can sometimes be interpreted by investors as a lack of confidence in the company's future prospects, potentially leading to downward pressure on the stock price.

Future Outlook

NA

Management Comments

• Kamal Ghaffarian is the sole managing member of GM Enterprises, LLC and Intuitive Machines KG Parent, LLC, and is the sole trustee of a revocable trust that is the sole member of Ghaffarian Enterprises, LLC.
• Dr. Ghaffarian may be deemed to share beneficial ownership of the securities reported herein, but disclaims beneficial ownership except to the extent of his pecuniary interest therein.

Industry Context

StockSavvy.ai notes that insider sales, even those conducted under a 10b5-1 plan, are closely watched in the aerospace and defense sector, particularly for emerging space companies like Intuitive Machines. While planned, such sales can sometimes be interpreted by the market as a signal, especially if the company is in a growth phase requiring significant capital and investor confidence.

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.

Stakeholder Impact

• Shareholders: May interpret the insider sale as a negative signal, potentially leading to decreased investor confidence and downward pressure on the stock price.

Key Dates

Recommendation

While the insider sale is substantial, the existence of a Rule 10b5-1 plan suggests a pre-planned diversification or liquidity event rather than an immediate reaction to adverse company news. However, the sheer volume of shares sold by a significant insider warrants caution. Investors should hold and monitor future company developments and insider activity for clearer directional signals.

Keywords

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