SEC Form 4 · accession 0001213900-26-098884

Intuitive Machines, Inc. · LUNR

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owners

Kamal Seyed Ghaffarian

Director · 10% Owner

Ghaffarian Enterprises, LLC

10% Owner

GM Enterprises, LLC

10% Owner

Period of report

Sep 8, 2026

Accepted (ET)

Sep 10, 2026 · 5:30 pm EDT

Rule 10b5-1 plan

yes — trade under a plan

Issuer CIK

0001844452

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock^F1,F2,F3	Sep 8, 2026	M	94,606	—	A	3,589,374	I	See footnotes
Class C Common Stock^F1,F2,F3	Sep 8, 2026	D	94,606	—	D	34,125,934	I	See footnotes
Class A Common Stock^F5,F2,F3	Sep 8, 2026	S	93,105	$15.3913	D	3,496,270	I	See footnotes
Class A Common Stock^F6,F2,F3	Sep 8, 2026	S	1,501	$15.7573	D	3,494,768	I	See footnotes
Class A Common Stock^F1,F2,F3	Sep 9, 2026	M	1,698	—	A	3,496,466	I	See footnotes
Class C Common Stock^F1,F2,F3	Sep 9, 2026	D	1,698	—	D	34,124,236	I	See footnotes
Class A Common Stock^F7,F2,F3	Sep 9, 2026	S	1,698	$16.0029	D	3,494,768	I	See footnotes
Class A Common Stock	holding	—	—		—	153,526	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Common Units^F1,F2,F3	—	Sep 8, 2026	M	94,606	D	—	—	Class A Common Stock	94,606	34,125,934	I
Common Units^F1,F2,F3	—	Sep 9, 2026	M	1,698	D	—	—	Class A Common Stock	1,698	34,124,236	I

Explanation of responses

F1The Common Units of Intuitive Machines, LLC may be redeemed for shares of the Issuer's Class A Common Stock on a one-to-one basis at the discretion of the holder. The Common Units do not expire. Upon the redemption of any Common Units, a number of shares of Class C Common Stock equal to the number of Common Units that are redeemed will automatically be cancelled for no consideration.
F2Following the transactions reported herein, represents (i) 2,241,121 Common Units and shares of Class C Common Stock held of record by GM Enterprises, LLC and (ii) (x) 31,883,115 Common Units and shares of Class C Common Stock and (y) 3,494,768 shares of Class A Common Stock held of record by Ghaffarian Enterprises, LLC.
F3Kamal Ghaffarian is the sole managing member of GM Enterprises, LLC and is the sole trustee of a revocable trust that is the sole member of Ghaffarian Enterprises, LLC. As a result, Dr. Ghaffarian may be deemed to share beneficial ownership of the securities reported herein, but disclaims beneficial ownership except to the extent of his pecuniary interest therein.
F4The sales reported herein were effected pursuant to a Rule 10b5-1 plan adopted by Ghaffarian Enterprises, LLC on December 4, 2025.
F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $14.75 to $15.7467, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.75 to $15.78, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
F7The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.00 to $16.01, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.