Form 4: Vicarious Surgical CTO Sells Shares for Tax Obligations

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 November 20, 2025, at a weighted average price of $2.744 per share, with prices ranging from $2.57 to $2.94.
• The sale was a "sell to cover" transaction, mandated by the company's equity incentive plan to satisfy tax withholding obligations from the vesting of restricted stock units granted on May 19, 2022.
• This was not a discretionary trade by Mr. Khalifa.
• Following the transaction, Mr. Khalifa directly owns 33,862 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 purposes, not indicative of a change in management's confidence or a strategic move.

Positives

• The sale was non-discretionary, indicating it was not a personal decision by the executive to reduce exposure to the company.
• The transaction resulted from the vesting of restricted stock units, which represents a prior grant of equity compensation to a key executive.

Future Outlook

No forward-looking statements or guidance are provided in this Form 4 filing.

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

This Form 4 filing details a routine insider transaction (sell-to-cover) for tax purposes, which is common across all industries when restricted stock units vest for executives. It does not provide specific insights into Vicarious Surgical's competitive position or broader industry trends in surgical robotics.

Comparison to Industry Standards

• This is a standard 'sell to cover' transaction for tax purposes, a common practice for executives across publicly traded companies when equity awards vest. It is not comparable to specific company performance metrics or project results.

Stakeholder Impact

• Shareholders: Minimal direct impact as it's a routine, non-discretionary sale for tax purposes, not signaling a change in insider sentiment. The number of shares is relatively small.
• Employees: No direct impact mentioned.
• Customers: No direct impact mentioned.
• Suppliers: No direct impact mentioned.
• Creditors: No direct impact mentioned.

Key Dates

Recommendation

This Form 4 filing reports a routine, non-discretionary 'sell to cover' transaction by a key executive to satisfy tax obligations upon RSU vesting. It does not reflect a change in the executive's confidence in the company or a strategic shift. Therefore, it provides no new information that would warrant a change in investment recommendation based solely on this filing. A 'hold' recommendation is appropriate as this event is neutral to the company's fundamentals.

Keywords

Vicarious Surgical, RBOT, Sammy Khalifa, CTO, Form 4, Insider Trading, Stock Sale, Restricted Stock Units, Tax Withholding, Sell to Cover, Equity Compensation