Form 4: Vicarious Surgical CTO Sells Shares for Tax Obligations

Sentiment:

Insider Ownership Change


Vicarious Surgical's Chief Technology Officer, Sammy Khalifa, sold 653 shares of Class A Common Stock to cover tax withholding obligations related to RSU vesting.

Summary

  • Sammy Khalifa, Chief Technology Officer, Director, and 10% Owner of Vicarious Surgical Inc. (RBOT), sold 653 shares of Class A Common Stock.
  • The transaction occurred on August 20, 2025, at a weighted average price of $6.0422 per share, with individual trades ranging from $5.90 to $6.32.
  • The sale was a "sell to cover" transaction, mandated by the issuer's equity incentive plan to satisfy tax withholding obligations upon the vesting of restricted stock units that were granted on May 19, 2022.
  • This was not a discretionary trade by Mr. Khalifa.
  • Following the transaction, Mr. Khalifa directly beneficially owns 34,754 shares of Class A Common Stock.

Sentiment

Score: 5

Explanation: The transaction is neutral as it is a non-discretionary 'sell to cover' for tax obligations related to RSU vesting, which is a routine event. It does not reflect a change in the insider's investment conviction.

Positives

  • The underlying event, the vesting of restricted stock units, indicates the achievement of performance or time-based conditions, which is generally positive for employee retention and motivation.

Negatives

  • A reduction in direct insider ownership by 653 shares, even if for tax purposes.

Future Outlook

NA

Management Comments

  • "The sales reported in this Form 4 were effected to cover tax withholding obligations in connection with the vesting of restricted stock units that were granted on May 19, 2022."
  • "The sale is mandated by the Issuer's election under its equity incentive plan to require the satisfaction of tax withholding obligations to be funded by a 'sell to cover' transaction and does not represent a discretionary trade by the Reporting Person."

Industry Context

NA

Stakeholder Impact

  • Shareholders: A minor reduction in direct insider ownership, but the non-discretionary nature of the 'sell to cover' transaction mitigates concerns about insider sentiment.
  • Employees: The vesting of restricted stock units and the subsequent tax coverage mechanism are standard components of employee compensation plans, indicating the fulfillment of equity incentives.

Key Dates

DateDescription
05/19/2022Date restricted stock units were granted.
08/20/2025Date of the reported transaction (sale of shares).
08/21/2025Date the Form 4 was signed.

Recommendation

hold

This Form 4 filing details a routine 'sell to cover' transaction by a key executive to satisfy tax obligations upon RSU vesting. It is not a discretionary sale and therefore does not signal a change in management's outlook or confidence in the company. As such, it provides no new fundamental information to alter an existing investment thesis, warranting a 'hold' recommendation.

Keywords

Vicarious Surgical, RBOT, Form 4, Insider Trading, Sammy Khalifa, Chief Technology Officer, Stock Sale, Restricted Stock Units, Tax Withholding, Sell to Cover

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