Intuitive Machines, Inc.·4

Apr 8, 8:29 PM ET

Ghaffarian Enterprises, LLC 4

4 · Intuitive Machines, Inc. · Filed Apr 8, 2026

Research Summary

AI-generated summary of this filing

Updated

Intuitive Machines (LUNR) 10% Owner Kamal Ghaffarian Sells 141,909 Shares

What Happened

  • Kamal Seyed Ghaffarian, a reported 10% owner of Intuitive Machines, exercised/converted 141,909 Common Units into shares and sold all 141,909 resulting shares in open-market transactions on April 6, 2026. The sales were executed in two blocks: 102,945 shares at a weighted average price of $23.03 (proceeds $2,370,319) and 38,964 shares at a weighted average price of $23.65 (proceeds $921,596), for total gross proceeds of approximately $3,291,915. The conversion and cancellation actions tied to the Common Units are recorded as dispositions to the issuer (see footnotes).

Key Details

  • Transaction date: April 6, 2026. Form 4 filed April 8, 2026 (timely).
  • Sales: 102,945 shares @ weighted avg $23.03 (range $22.39–$23.38) and 38,964 shares @ weighted avg $23.65 (range $23.39–$24.07). Total proceeds ≈ $3.29M.
  • Conversion/exercise: 141,909 Common Units were converted/exercised into shares; an equal number of Class C shares were automatically cancelled per the issuer’s unit redemption rules (footnote F1).
  • Shares owned after transaction: see footnote F2 — holdings remain substantial via affiliated entities (e.g., Ghaffarian Enterprises, LLC holds 33,149,429 Common Units/Class C and 3,494,768 Class A shares; other affiliated entities hold additional units).
  • Footnotes: Sales were effected pursuant to a Rule 10b5-1 plan adopted Dec 4, 2025 (F4). Reporting person disclaims direct beneficial ownership except to extent of pecuniary interest (F3).
  • Filing timeliness: Not marked late; Form 4 filed within standard reporting window.

Context

  • This was effectively a cash sale following conversion of LLC/Common Units into public shares — a common, non-pecuniary corporate-structure-driven transaction rather than a direct open-market buy signal. Because Ghaffarian is a 10% owner and holds securities through affiliated entities, these trades reflect institutional/holder liquidity and exercised conversion mechanics rather than an individual executive’s opportunistic sale.

Insider Transaction Report

Form 4
Period: 2026-04-06
Ghaffarian Kamal Seyed
Director10% Owner
Transactions
  • Exercise/Conversion

    Class A Common Stock

    [F1][F2][F3]
    2026-04-06+141,9093,636,677 total(indirect: See footnotes)
  • Disposition to Issuer

    Class C Common Stock

    [F1][F2][F3]
    2026-04-06141,90935,639,630 total(indirect: See footnotes)
  • Sale

    Class A Common Stock

    [F4][F5][F2][F3]
    2026-04-06$23.03/sh102,945$2,370,3193,533,732 total(indirect: See footnotes)
  • Sale

    Class A Common Stock

    [F4][F6][F2][F3]
    2026-04-06$23.65/sh38,964$921,5963,494,768 total(indirect: See footnotes)
  • Exercise/Conversion

    Common Units

    [F1][F2][F3]
    2026-04-06141,90935,639,630 total(indirect: See footnotes)
    Class A Common Stock (141,909 underlying)
Holdings
  • Class A Common Stock

    146,092
Footnotes (6)
  • [F1]The 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.
  • [F2]Following 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, (ii) 249,080 Common Units and shares of Class C Common Stock held of record by Intuitive Machines KG Parent, LLC and (iii) (x) 33,149,429 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.
  • [F3]Kamal Ghaffarian is the sole managing member of GM Enterprises, LLC and Intuitive Machines KG Parent, 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.
  • [F4]The sales reported herein were effected pursuant to a Rule 10b5-1 plan adopted by Ghaffarian Enterprises, LLC on December 4, 2025.
  • [F5]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $22.39 to $23.38, 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.
  • [F6]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.39 to $24.07, 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.

Documents

1 file
  • 4
    ownership.xmlPrimary