Intuitive Machines, Inc.·4

Jul 1, 9:15 PM ET

Ghaffarian Kamal Seyed 4

4 · Intuitive Machines, Inc. · Filed Jul 1, 2026

Research Summary

AI-generated summary of this filing

Updated

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

What Happened

  • Kamal Ghaffarian (reported as a 10% owner) exercised/converted 141,909 derivative units and then disposed of those shares on June 29, 2026. All 141,909 shares were sold in open‑market transactions: 94,899 shares at a weighted average price of $20.24 (proceeds $1,921,002) and 47,010 shares at a weighted average price of $20.80 (proceeds $977,893). Total reported proceeds from the open‑market sales: $2,898,895.
  • These actions effectively converted derivative/common‑unit holdings to Class A common stock and resulted in immediate sales—i.e., the shares were exercised/converted and sold the same day (a cashless outcome rather than a long‑term purchase).

Key Details

  • Transaction date: June 29, 2026; Form 4 filed July 1, 2026 (appears timely — within two business days).
  • Sales/prices: 94,899 shares @ $20.24 (weighted avg; range $19.63–$20.62 per F5) and 47,010 shares @ $20.80 (weighted avg; range $20.63–$21.25 per F6). Total proceeds ≈ $2.90M.
  • Shares affected: 141,909 shares were exercised/converted and disposed.
  • Shares held after transaction (reported of record): GM Enterprises, LLC — 2,241,121 common units/Class C; Ghaffarian Enterprises, LLC — 32,547,055 common units/Class C and 3,494,768 Class A shares (see footnote F2). Dr. Ghaffarian may be deemed to share beneficial ownership through those entities but disclaims ownership except for his pecuniary interest (F3).
  • Plan/authorization: Sales were effected pursuant to a Rule 10b5‑1 trading plan adopted by Ghaffarian Enterprises, LLC on December 4, 2025 (F4).
  • Other footnotes: Common Units may be redeemed one‑for‑one for Class A shares and have special cancellation mechanics for Class C shares upon redemption (F1). Weighted average prices are reported; detailed per‑trade prices can be provided on request (F5, F6).

Context

  • These were not purchases (which are often seen as a stronger bullish signal) but a conversion/exercise followed by immediate sale under a pre‑arranged 10b5‑1 plan — a routine liquidity event for holders of convertible units or options.
  • As a 10% owner acting through affiliated entities, this filing reflects entity/institutional holdings and sales rather than a direct company executive buy/sell decision.

Insider Transaction Report

Form 4
Period: 2026-06-29
Ghaffarian Kamal Seyed
Director10% Owner
Transactions
  • Exercise/Conversion

    Class A Common Stock

    [F1][F2][F3]
    2026-06-29+141,9093,636,677 total(indirect: See footnotes)
  • Disposition to Issuer

    Class C Common Stock

    [F1][F2][F3]
    2026-06-29141,90934,788,176 total(indirect: See footnotes)
  • Sale

    Class A Common Stock

    [F4][F5][F2][F3]
    2026-06-29$20.24/sh94,899$1,921,0023,541,778 total(indirect: See footnotes)
  • Sale

    Class A Common Stock

    [F4][F6][F2][F3]
    2026-06-29$20.80/sh47,010$977,8933,494,768 total(indirect: See footnotes)
  • Exercise/Conversion

    Common Units

    [F1][F2][F3]
    2026-06-29141,90934,788,176 total(indirect: See footnotes)
    Class A Common Stock (141,909 underlying)
Holdings
  • Class A Common Stock

    153,526
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 and (ii) (x) 32,547,055 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 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 $19.63 to $20.62, 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 $20.63 to $21.25, 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