Form 4: Stardust Power CFO Sells Shares for Tax Obligations

Stardust Power Inc.'s CFO, Udaychandra Devasper, sold 3,870 common shares at a weighted average price of $2.6611 to cover tax withholding obligations following the vesting of Restricted Stock Units.

Summary

• Udaychandra Devasper, Chief Financial Officer of Stardust Power Inc. (SDST), reported transactions on September 15, 2025.
• 8,245 Restricted Stock Units (RSUs) vested, representing the right to receive one common share per RSU.
• 3,870 common shares were sold at a weighted average price of $2.6611 per share (ranging from $2.65 to $2.67) to cover tax withholding obligations.
• The sale was executed pursuant to a Rule 10b5-1 trading plan adopted on November 27, 2024.
• Following these transactions, Mr. Devasper beneficially owns 64,240 shares of common stock and 41,229 derivative securities (RSUs).
• The share numbers reported have been adjusted for a 10-for-1 reverse stock split of the Issuer's common stock, which was effective on September 8, 2025.
• Mr. Devasper initially received 98,948 RSUs in connection with the business combination closing, which vest quarterly over a 3-year term commencing July 8, 2024.

Sentiment

Score: 5

Explanation: The filing describes a routine insider transaction involving the vesting of compensation and a sale to cover tax obligations, which is a neutral event from an investment perspective. It does not indicate a change in company fundamentals or management's outlook.

Positives

• The vesting of 8,245 Restricted Stock Units represents a component of the CFO's compensation, indicating continued alignment with company performance.
• The sale of shares was explicitly for covering tax withholding obligations, not a discretionary sale, and was conducted under a pre-arranged Rule 10b5-1 trading plan, which demonstrates planned and compliant insider trading practices.

Negatives

• The sale of 3,870 common shares reduces the CFO's direct beneficial ownership of the company's common stock.

Future Outlook

The remaining 41,229 Restricted Stock Units will continue to vest quarterly over a 3-year term, which commenced on July 8, 2024.

Industry Context

This filing primarily details a routine insider compensation event. However, the mention of a 10-for-1 reverse stock split, effective September 8, 2025, is a notable corporate action. Reverse stock splits are often implemented by companies to increase their share price, potentially to meet exchange listing requirements or improve market perception, though the specific rationale for Stardust Power is not detailed here.

Corporate Governance

Stakeholder Impact

• Shareholders: The sale of shares by the CFO is a routine event for tax purposes and is unlikely to have a significant direct impact on shareholder value. The reverse stock split, however, impacts the number of shares outstanding and per-share metrics, which shareholders would have already experienced.

Next Steps

• Continued quarterly vesting of the remaining 41,229 Restricted Stock Units over the initial 3-year term.

Key Dates

Recommendation

This Form 4 filing details a routine insider transaction involving the vesting of Restricted Stock Units and a subsequent sale of shares by the CFO to cover tax withholding obligations. Such transactions are common and do not typically signal a change in the company's fundamental outlook or the insider's confidence. The reported reverse stock split has already occurred and its impact would have been absorbed. Therefore, it provides no new information to warrant a change in investment recommendation.

Keywords

Stardust Power, SDST, Form 4, Insider Trading, RSU, Stock Sale, CFO, Udaychandra Devasper, Reverse Stock Split, 10b5-1 Plan