SEC Form 4 · accession 0001193125-26-390840
Xos, Inc. · XOS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Giordano Sordoni
Officer — Chief Operating Officer · Director
Period of report
Sep 10, 2026
Accepted (ET)
Sep 14, 2026 · 6:00 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001819493
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Sep 10, 2026 | F | 13,662 | $2.79 | D | 1,539,796 | D | |
| Common StockF3,F2,F4 | Sep 10, 2026 | A | 1,388,293 | $0.00 | A | 2,928,089 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents the number of shares withheld by the Issuer to satisfy the tax withholding obligations in connection with the vesting of the Reporting Person's previously reported Restricted Stock Unit ("RSU") Awards. Each RSU represents a contingent right to receive one share of common stock upon settlement.
- F2Inlcudes 385,392 unvested RSUs.
- F3Approximately 33% of the Restricted Stock Unit ("RSU") Award shall vest on March 10, 2027 (the "Initial Vesting Date"), and the remainder of the RSU Award shall vest in twenty-four (24) approximately equal installments on each Monthly Vesting Date immediately following the Initial Vesting Date. "Monthly Vesting Date" means the 10th day of each month. Notwithstanding the foregoing, vesting shall terminate upon the Reporting Person's termination of continuous service, as described in Section 6(l) of the Global RSU Award Agreement.
- F4The Reporting Person is an executive officer and a director of the Issuer and is filing this Form 4 solely in such capacities. The number of shares reported in Column 5 includes certain securities in which the Reporting Person may be deemed to have a pecuniary interest, such as shares issuable upon settlement of RSUs that vest more than 60 days in the future. However, the Reporting Person does not beneficially own such securities within the meaning of Rule 13d-3 of the Securities Exchange Act of 1934, and the filing of this Form 4 shall not be deemed an admission that the Reporting Person is a '10% Owner' or a beneficial owner of such shares for purposes of Section 16 or for any other purpose, except to the extent of his pecuniary interest therein.