SCHEDULE: Legion Partners Sells NN Inc. Shares

Legion Partners entities have sold a significant number of NN Inc. common shares, reducing their aggregate beneficial ownership below 5%.

Summary

• Legion Partners, L.P. I, II, and XI, along with related entities, have sold a total of 1,081,284 shares of NN Inc. common stock.
• These sales occurred on August 14, 2026, at prices ranging from $3.9000 to $3.9800 per share, with a weighted average price of $3.9059 for some transactions.
• Following these transactions, the aggregate beneficial ownership of the Reporting Persons has fallen below 5% of the outstanding shares.
• The total number of outstanding shares used for percentage calculation was 82,580,864 as of August 5, 2026.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this as a neutral to slightly negative development, as it indicates a reduction in holdings by a significant investor, though the overall stake remains substantial.

Negatives

• Significant sale of shares by a major investor group (Legion Partners).
• Reduction in beneficial ownership below the 5% threshold, indicating a decreased stake.
• The sales occurred at prices that may reflect a desire to exit or reduce exposure, potentially signaling a lack of strong conviction in near-term price appreciation.

Risks

• Potential for further selling pressure if Legion Partners continues to reduce its stake.
• The reduction in ownership could be interpreted by the market as a negative signal regarding the company's future prospects from a key activist investor.

Future Outlook

The filing primarily details past transactions and does not contain explicit forward-looking statements or guidance from the company itself. The future outlook for NN Inc. is not directly addressed by this specific filing.

Management Comments

• The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the range set forth in this footnote.
• Mr. White was awarded 49,079 shares of restricted stock in connection with his service as a director of the Issuer, all of which have vested. Because Mr. White served on the Board as a representative of Legion Partners Asset Management and the Reporting Persons, he does not have a right to any economic interest in securities of the Issuer granted to him by the Issuer in respect of his former Board position. As a result, when the Issuer delivered such securities to Mr. White, Legion Partners Asset Management was entitled to receive all of the economic interests in securities granted to Mr. White by the Issuer in respect of Mr. White's former Board position, for no consideration.

Industry Context

StockSavvy.ai notes that significant share sales by activist investors or large funds can sometimes precede or coincide with shifts in market sentiment or strategic changes within a company or its industry. The timing of these sales, especially if they represent a substantial portion of the fund's holdings, warrants attention.

Related Party Transactions

• Legion Partners Asset Management received all economic interests in 49,079 restricted shares awarded to former director Raymond T. White, as Mr. White served as a representative of Legion Partners and did not have a personal economic interest in those shares.

Stakeholder Impact

• Shareholders may view the significant sale by Legion Partners as a negative signal, potentially impacting share price.
• The reduction in ownership below 5% may alter the influence Legion Partners has on corporate governance and strategic decisions.
• Creditors and suppliers may assess the company's stability based on the actions of significant investors.

Next Steps

• The Reporting Persons have stated they will provide detailed transaction information upon request.
• The market will likely monitor any further changes in Legion Partners' stake in NN Inc.

Key Dates

Recommendation

The filing indicates a significant reduction in holdings by a key investor group, which is a negative signal. However, the investor group still holds a substantial stake, and the filing does not provide company-specific performance data to warrant a sell recommendation. Therefore, a 'hold' position is prudent pending further information or market reaction.

Keywords

NN Inc., Legion Partners, Schedule 13D, Shareholder, Securities Sale, Beneficial Ownership, Common Stock