SCHEDULE: Intuitive Machines Insider Sells Shares

Kamal Seyed Ghaffarian and affiliated entities have updated their Schedule 13D filing, reporting changes in beneficial ownership of Intuitive Machines, Inc. Class A Common Stock.

Summary

• This filing is an amendment to a previous Schedule 13D, updating the beneficial ownership of Intuitive Machines, Inc. Class A Common Stock by Kamal Seyed Ghaffarian and related entities: Ghaffarian Enterprises, LLC and GM Enterprises, LLC.
• As of the filing date, Kamal Seyed Ghaffarian directly beneficially owns 38,429,036 shares, representing 19.7% of the class.
• Ghaffarian Enterprises, LLC beneficially owns 36,041,823 shares, representing 18.7% of the class.
• GM Enterprises, LLC beneficially owns 2,241,121 shares, representing 1.4% of the class.
• The reported securities include Common Units redeemable for Class A Common Stock, as well as directly held shares.
• In the last 60 days, Ghaffarian Enterprises, LLC sold an aggregate of 709,545 shares of Class A Common Stock through open market transactions under a Rule 10b5-1 trading plan.

Sentiment

Score: 4

Explanation: StockSavvy.ai views this filing as slightly negative due to the significant number of shares sold by a major beneficial owner, especially with the recent sales occurring at lower price points.

Positives

• The filing provides transparency regarding significant beneficial ownership of Intuitive Machines, Inc. stock.
• The sales were conducted under a Rule 10b5-1 trading plan, suggesting a pre-determined and orderly disposition of shares.

Negatives

• A significant number of shares (709,545) have been sold by an affiliated entity in the recent past.
• The weighted average sale prices in the most recent transactions (June 29, 2026) were notably lower than previous sales, indicating a downward trend in sale prices.

Risks

• The sale of a substantial number of shares by a major beneficial owner could be interpreted as a lack of confidence in future stock performance.
• The declining prices at which shares were sold in the most recent transactions may signal potential downward pressure on the stock price.

Future Outlook

No specific forward-looking statements or guidance are provided in this Schedule 13D amendment. The filing primarily concerns current beneficial ownership and recent transactions.

Management Comments

• Dr. Ghaffarian is the sole managing member of GM Enterprises, LLC and is the sole trustee of a revocable trust that is the sole member of Ghaffarian Enterprises, LLC. As a result, Dr. Ghaffarian may be deemed to share beneficial ownership of the securities reported herein, but disclaims beneficial ownership.

Industry Context

StockSavvy.ai notes that Schedule 13D filings are crucial for tracking significant ownership changes in public companies. This amendment indicates a reduction in beneficial ownership by a key insider of Intuitive Machines, Inc., which can be a signal to the market.

Stakeholder Impact

• Shareholders may view the significant sales by a major beneficial owner with concern, potentially impacting stock price and investor sentiment.
• The company's management may need to address the implications of these sales and reaffirm their strategic outlook to stakeholders.

Next Steps

• The Reporting Persons undertake to provide, upon request by the staff of the SEC, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price for each transaction.

Key Dates

Recommendation

While the sale of shares by a major beneficial owner, particularly at declining prices, warrants attention, the filing itself is primarily an update on ownership and transactions. Without further context on the reasons for the sales or the company's overall financial health, a 'hold' recommendation is prudent, suggesting investors monitor the situation closely.

Keywords

Intuitive Machines, Schedule 13D, Beneficial Ownership, Kamal Seyed Ghaffarian, Class A Common Stock, Insider Trading, Rule 10b5-1, SEC Filing, Stock Sale