Espineli Marissa B 4

What Happened

• Marissa B. Espineli, Interim Chief Financial Officer of Innodata (INOD), exercised two option grants to acquire a total of 19,667 shares (11,667 and 8,000) and simultaneously sold those 19,667 shares in the open market on May 29, 2026.
• Exercise costs reported: $3.41 × 11,667 = $39,784 and $43.01 × 8,000 = $344,080 (total exercise cost ≈ $383,864).
• Gross sale proceeds from three market sales (12,020; 6,039; 1,608 shares) totaled about $2,082,436. The filing notes the sales were for financial planning/retirement and portfolio diversification (F2).

Key Details

• Transaction date: 2026-05-29.
• Options exercised (M): 11,667 @ $3.41 (acquired), 8,000 @ $43.01 (acquired).
• Shares sold (S): 12,020 @ weighted avg $105.45 (range $105–$105.98, F3); 6,039 @ weighted avg $106.36 (range $106.01–$107.00, F4); 1,608 @ weighted avg $107.35 (range $107.20–$107.68, F5). Total sale proceeds ≈ $2,082,436.
• Net cash out / in: exercised shares cost ≈ $383,864; gross sale proceeds ≈ $2.08M (net proceeds before taxes/fees ≈ $1.70M).
• Shares owned after transaction: not specified in the supplied data; reported holdings include 25,074 RSUs that vest per footnote (F1).
• Vesting/option notes: one option was fully vested as of Oct 7, 2025 (F6); another vests in installments (one-third vested Dec 20, 2025; remaining in Dec 2026 and Dec 2027) (F7).
• Reason for sale: financial planning/retirement and diversification (F2).
• Filing timeliness: Form filed 2026-06-01 for a 2026-05-29 transaction — appears to be within the SEC’s two-business-day Form 4 deadline.

Context

• This was effectively a cashless exercise: Ms. Espineli exercised options and the same number of shares were sold in the market the same day (exercise acquisitions equal shares sold), converting equity into cash. Such transactions are commonly used for liquidity or diversification and are not, by themselves, a clear signal of long-term sentiment.
• Footnotes provide vesting and settlement details: RSUs (25,074) will settle into shares upon scheduled vesting (F1). The sale pricing reflects weighted averages across multiple executions; full per-trade price breakdowns are available on request per the filing (F3–F5).