Form 4: Intuitive Machines Officer Sells Shares

Intuitive Machines SVP and Chief Growth Officer Timothy Price Crain II sold 5,660 shares of Class A Common Stock for approximately $20.00 per share.

Summary

• Timothy Price Crain II, SVP and Chief Growth Officer, Director, and 10% Owner of Intuitive Machines, Inc. (LUNR), executed transactions on January 8, 2026.
• The transactions were conducted under a pre-arranged Rule 10b5-1 trading plan adopted on September 16, 2025.
• Crain converted 5,660 Common Units of Intuitive Machines, LLC into 5,660 shares of Class A Common Stock.
• Concurrently, 5,660 shares of Class C Common Stock were cancelled for no consideration as part of the conversion process.
• Crain then sold 5,660 shares of Class A Common Stock at a weighted average price of $20.0028 per share.
• The sales occurred in multiple transactions ranging from $20.00 to $20.01 per share.
• Following these transactions, Crain directly owns 298,435 shares of Class A Common Stock and 9,214,955 shares of Class C Common Stock.
• Crain also directly beneficially owns 9,214,955 Common Units of Intuitive Machines, LLC, which are convertible into Class A Common Stock on a one-to-one basis.

Sentiment

Score: 5

Explanation: A neutral score. While an insider sale can sometimes be viewed negatively, the presence of a Rule 10b5-1 plan mitigates immediate concerns, suggesting a pre-planned liquidity event rather than a reaction to adverse company news. The transaction size is also relatively small compared to total holdings.

Positives

• The transaction was executed under a pre-arranged Rule 10b5-1 plan, indicating a planned sale rather than an immediate reaction to new information.

Negatives

• An insider, who is also a 10% owner and SVP/Chief Growth Officer, sold a portion of their Class A Common Stock holdings.

Future Outlook

The filing does not contain any forward-looking statements or guidance.

Industry Context

This insider transaction is a routine disclosure for a publicly traded company. While it doesn't directly reflect broader industry trends, insider sales are often monitored by investors for potential signals regarding management's confidence in the company's short-term prospects. However, the existence of a Rule 10b5-1 plan suggests the sale was pre-scheduled and not necessarily indicative of new information.

Stakeholder Impact

• Shareholders: The sale by a key insider, even if pre-planned, might be viewed with slight caution, though the amount is not substantial enough to signal a major shift in confidence.

Key Dates

Recommendation

The insider sale by Timothy Price Crain II, while a disposition of shares, was executed under a pre-arranged Rule 10b5-1 plan. This suggests a planned liquidity event rather than a reaction to new, negative company-specific information. The transaction size is also not exceptionally large relative to the insider's remaining holdings. Therefore, this event alone does not warrant a change in investment thesis, and a 'hold' recommendation is appropriate, pending further fundamental analysis of Intuitive Machines' operations and financial performance.

Keywords

Intuitive Machines, LUNR, Insider Sale, Form 4, Timothy Price Crain II, Stock Transaction, Rule 10b5-1, Class A Common Stock, Class C Common Stock, Common Units