Form 4: Telos CFO Sells 57,663 Shares Under 10b5-1 Plan

Telos Corporation's EVP and CFO, Gary Mark Bendza, reported the sale of 57,663 shares of common stock at a weighted average price of $7.19 per share, executed under a pre-arranged Rule 10b5-1 trading plan.

Summary

• Gary Mark Bendza, the Executive Vice President and Chief Financial Officer of Telos Corporation, sold 57,663 shares of Telos Common Stock.
• The transaction took place on November 11, 2025.
• The shares were sold at a weighted average price of $7.19 per share, with individual transaction prices ranging from $7.00 to $7.26.
• Following this sale, Bendza directly owns 879,911 shares of Common Stock and indirectly owns 8,482.77 shares through a 401k plan.
• The sale was conducted pursuant to a Rule 10b5-1(c) trading plan, indicating it was a pre-scheduled transaction.

Sentiment

Score: 4

Explanation: The sale of shares by a key executive (CFO) is generally viewed as a slightly negative signal as it reduces their direct equity stake. However, the execution under a Rule 10b5-1 plan mitigates this negativity, suggesting the sale is for personal financial planning rather than a reaction to adverse company developments.

Positives

• The transaction was executed under a Rule 10b5-1(c) plan, which signifies a pre-arranged sale rather than a discretionary one based on immediate, potentially material, non-public information.

Negatives

• A key insider, the EVP and CFO, disposed of a significant number of shares (57,663 shares) in the company.
• The sale reduces the direct beneficial ownership of a senior executive, potentially signaling a reduction in their direct alignment with shareholder interests.

Future Outlook

No forward-looking statements or guidance regarding the company's future performance are provided in this filing, as it pertains solely to an insider's stock transaction.

Industry Context

This filing reports an individual insider transaction and does not provide broader industry context. Insider sales, even when executed under Rule 10b5-1 plans, are routinely monitored by investors as they can offer insights into management's personal financial planning or, in some cases, their long-term outlook on the company, though the 10b5-1 plan mitigates the latter interpretation.

Related Party Transactions

• The sale of 57,663 shares of common stock by Gary Mark Bendza, an Executive Vice President and Chief Financial Officer of Telos Corporation, constitutes a related party transaction as it involves a key executive of the company.

Stakeholder Impact

• Shareholders: May interpret the insider sale as a slight negative signal, although the presence of a 10b5-1 plan reduces the implication of trading on new, adverse information. It reduces the CFO's direct equity alignment with shareholder interests.
• Employees, Customers, Suppliers, Creditors: No direct impact is indicated by this specific filing, as it focuses solely on an individual's stock transaction.

Key Dates

Recommendation

While insider selling can be perceived as a negative signal, the transaction was executed under a pre-arranged 10b5-1 plan. This suggests the sale is part of routine financial planning rather than a reaction to new, adverse company information. Without additional company-specific or broader market information, a 'hold' recommendation is appropriate, as the filing itself does not provide a strong catalyst for a 'buy' or 'sell' decision. Investors should continue to monitor future company performance and other insider activity.

Keywords

Telos Corporation, TLS, Insider Sale, Form 4, Gary Mark Bendza, CFO, 10b5-1 plan, Stock transaction, Beneficial ownership