Ellenbogen Michael 4

What Happened

• Michael Ellenbogen, a director of Evolv Technologies Holdings, exercised options covering 80,745 shares at $0.24 per share (cost ≈ $19,379) and immediately sold the 80,745 shares in open-market transactions for a weighted-average price of $5.63 per share (proceeds ≈ $454,594). The filings show the derivative was converted into common shares and those shares were sold the same day — a routine sale rather than a purchase.

Key Details

• Transaction date: May 15, 2026; Form 4 filed May 18, 2026 (timely filing).
• Exercise: 80,745 shares exercised at $0.24/share (≈ $19,379).
• Sale: 80,745 shares sold at a weighted-average price of $5.63/share (total proceeds ≈ $454,594). Reported sale prices ranged from $5.53 to $5.77.
• Shares owned after transaction: Not disclosed in the provided excerpt of the filing.
• Footnotes: Sales were made pursuant to a Rule 10b5-1 plan established June 12, 2025 (F1). Price is a weighted average; seller will provide detailed per-trade prices on request (F2). The option vested over time (25% on Jan 31, 2018 and monthly thereafter) (F3).
• Transaction codes: M = option exercise; S = sale; the filing shows conversion of the derivative into shares (reported as $0.00 on the derivative disposition line).

Context

• This was an exercise followed by an immediate sale (effectively a cashless exercise plus sale) executed under a pre-established 10b5-1 plan, which is commonly used to schedule insider sales and reduce questions about timing. The filing is factual and routine; it documents proceeds and exercise cost but does not indicate the insider’s motivations.