SCHEDULE: Xos Insider Trust Amends Stock Sale Plan

Emerald Green Trust, a significant shareholder in Xos, Inc., has updated its Rule 10b5-1 stock sales plans and disclosed recent share dispositions.

Summary

• Emerald Green Trust, Sarah Bardo, and Shane Semler are the reporting persons, collectively holding 13.8% of Xos, Inc. common stock.
• Emerald Green Trust previously adopted a Rule 10b5-1 stock sales plan on May 27, 2025, which was terminated on September 12, 2025.
• A new Rule 10b5-1 stock sales plan was adopted by Emerald Green Trust on November 21, 2025, authorizing sales between February 20, 2026, and December 31, 2026.
• Emerald Green Trust sold a total of 229,201 shares of Xos, Inc. common stock between August 26, 2025, and December 5, 2025, at weighted average prices ranging from $2.2758 to $3.0374 per share.

Sentiment

Score: 3

Explanation: The disclosure of significant insider selling, even under a Rule 10b5-1 plan, and the establishment of a new plan for future sales, generally indicates a negative sentiment from a major shareholder regarding the stock's near-term prospects or a desire for diversification/liquidity. The declining prices at which shares were sold further reinforce this.

Negatives

• Significant insider selling by Emerald Green Trust, totaling 229,201 shares, occurred at declining prices from $3.0235 to $2.2758 during late August and early September 2025.
• The termination of the May 2025 sales plan and adoption of a new one suggests a re-evaluation of selling strategy or market conditions by a major shareholder.

Future Outlook

Emerald Green Trust has established a new Rule 10b5-1 stock sales plan, the Emerald November Plan, authorizing sales of Xos, Inc. common stock from February 20, 2026, through December 31, 2026. The reporting persons may also acquire or dispose of additional shares in the open market or privately negotiated transactions in the future.

Industry Context

This filing primarily concerns insider ownership and planned stock sales, which are specific to Xos, Inc. and its major shareholders. It does not provide broader industry trends or competitive analysis.

Stakeholder Impact

• Shareholders: The disclosure of significant insider selling and future selling plans by a major beneficial owner could be perceived negatively, potentially impacting investor confidence and share price.

Next Steps

• Sales of Xos, Inc. common stock by Emerald Green Trust under the Emerald November Plan, commencing February 20, 2026.
• Potential future acquisitions or dispositions of Xos, Inc. common stock by the Reporting Persons.

Key Dates

Recommendation

The consistent selling by a major beneficial owner, Emerald Green Trust, at generally declining prices, coupled with the establishment of a new Rule 10b5-1 plan for future sales, suggests that this insider sees limited upside or has a strong need for liquidity. While 10b5-1 plans are designed to avoid insider trading accusations, the sheer volume and ongoing nature of the sales, particularly after the termination of an earlier plan, could signal a lack of conviction in the company's near-term performance. This insider activity often precedes further downward pressure on the stock price, making a 'sell' recommendation prudent for investors seeking to mitigate potential losses or reallocate capital.

Keywords

Xos Inc, Emerald Green Trust, Sarah Bardo, Shane Semler, Schedule 13D/A, Insider Selling, Stock Sales Plan, Rule 10b5-1, Beneficial Ownership, Common Stock