Form 4: Xos Director Sells Shares Under Pre-Arranged 10b5-1 Plan

Emerald Green Trust, a 10% owner and director of Xos, Inc., sold a total of 24,788 shares of common stock over three days in September 2025, pursuant to a pre-established trading plan.

Summary

• Emerald Green Trust, a 10% owner and director of Xos, Inc. (XOS), reported sales of common stock.
• A total of 24,788 shares of Xos, Inc. common stock were sold across three separate transactions.
• The sales occurred on September 9, 2025 (6,825 shares at $2.2762), September 10, 2025 (6,195 shares at $2.3463), and September 11, 2025 (11,768 shares at $2.3876).
• These transactions were executed under a Rule 10b5-1 trading plan adopted by the Reporting Person on May 27, 2025.
• Following these sales, Emerald Green Trust beneficially owns 1,582,134 shares of Xos, Inc. common stock.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative due to a significant insider (10% owner and director) reducing their stake. While the sales were pre-planned under a 10b5-1 plan, which mitigates the immediate negative signal, it still represents a reduction in ownership by a key stakeholder.

Positives

• The transactions were executed pursuant to a pre-established Rule 10b5-1 trading plan, adopted on May 27, 2025, indicating a pre-arranged and transparent sale rather than an immediate reaction to new information.

Negatives

• A 10% owner and director reducing their stake could be perceived by the market as a lack of confidence in the company's near-term prospects, despite the pre-planned nature of the sales.

Management Comments

• The transaction being reported was effected pursuant to a previously established Rule 10b5-1 trading plan adopted by the Reporting Person on May 27, 2025.

Industry Context

This filing is a routine disclosure of insider trading activity and does not directly provide information on broader industry trends or competitive landscape. However, insider selling can sometimes be a data point considered by investors in the context of overall market sentiment for the electric vehicle or commercial transportation sector.

Related Party Transactions

• Emerald Green Trust, a 10% owner and Director of Xos, Inc., engaged in sales of common stock, which constitutes a related party transaction.

Stakeholder Impact

• Shareholders may interpret the sale by a 10% owner and director as a potential signal regarding the company's future prospects, which could lead to negative sentiment or increased scrutiny of the stock.

Key Dates

Recommendation

While the sale by a 10% owner and director is generally a negative signal, the fact that it was executed under a pre-arranged Rule 10b5-1 trading plan adopted months prior suggests it is not a reaction to new, adverse information. Therefore, this filing alone does not warrant a strong 'sell' recommendation, but it also doesn't provide a 'buy' signal. Investors should 'hold' and consider this information in conjunction with broader company fundamentals and market conditions.

Keywords

Xos Inc., XOS, Emerald Green Trust, Insider Trading, Stock Sale, Beneficial Ownership, Form 4, 10b5-1 Plan