Aljomaih Automotive Co. 4
4 · Xos, Inc. · Filed May 8, 2026
Research Summary
AI-generated summary of this filing
Xos (XOS) 10% Owner Aljomaih Automotive Receives 1.8M Shares
What Happened
- Aljomaih Automotive Co., a reported 10% owner of Xos, converted accrued interest on a convertible note into 1,803,262 shares of Xos common stock. The conversion covered $6,010,959 of accrued interest and used the note’s market-based 10-day VWAP conversion price of $3.33338 per share (measured Aug 25, 2025). This was an issuance/receipt of shares as payment of interest, not a sale of stock. The convertible note’s principal remained outstanding after the transaction.
Key Details
- Transaction date: August 25, 2025 (reported on Form 4 filed May 8, 2026 — filing was late).
- Shares issued: 1,803,262 Interest Shares; interest amount converted: $6,010,959.
- Conversion price for interest: 10‑day VWAP = $3.33338 per share.
- Principal conversion terms: principal convertible at holder’s election at $71.451 per share; $20,000,000 principal was convertible into 279,912 shares at that rate (principal remained outstanding).
- This was a conversion of accrued interest (not a sale or open-market purchase) per filing footnotes.
- Shares owned after the transaction: not specified in the filing.
Context
- This was an institutional/10%‑owner transaction (Aljomaih Automotive), not an executive trade. The filing reflects an in-kind interest payment (shares issued instead of cash) under a convertible note; it does not necessarily indicate a change in trading intent. The principal balance of the note remains convertible under the note’s terms.
Insider Transaction Report
Form 4
Xos, Inc.XOS
Aljomaih Automotive Co.
10% Owner
Transactions
- Conversion
Common Stock
[F1][F2]2025-08-25+1,803,262→ 2,446,637 total - Conversion
Convertible Note
[F3][F1][F4][F6][F5][F2][F7]2025-08-25−6,010,959→ 279,912 totalExercise: $71.45Exp: 2028-02-11→ Common Stock (1,803,262 underlying)
Footnotes (7)
- [F1]The Second Amended and Restated Convertible Promissory Note ("Convertible Note") made by the Issuer to the Reporting Person provided that interest accrued on the Convertible Note through August 11, 2025, shall be paid by the Issuer in shares of Common Stock ("Interest Shares") on August 25, 2025.
- [F2]Accrued interest on the Convertible Note is payable by the Issuer in Interest Shares at a conversion price equal to a market-based price (the "10-day VWAP," as defined in the Convertible Note) measured on the date of payment. Based upon the 10-day VWAP as of August 25, 2025 of $3.33338 per share, 1,803,262 Interest Shares were issued upon conversion of $6,010,959 of accrued interest on the Convertible Note. The entire principal amount of the Convertible Note remained outstanding following such transaction.
- [F3]Principal amounts of the Convertible Note are convertible at the holder's election into shares of Common Stock of the Issuer at a conversion price of $71.451 per share. Accrued interest on the Convertible Note is payable by the Issuer in Interest Shares at a conversion price equal to a market-based price (the "10-day VWAP," as defined in the Convertible Note) measured on the date of payment.
- [F4]1,803,262 Interest Shares were issued upon conversion of $6,010,959 of accrued interest on the Convertible Note.
- [F5]The principal amount plus any accrued and unpaid interest is convertible at the holder's election after November 9, 2022. However, under certain circumstances, the number of Interest Shares could be limited, in which case interest amounts payable in excess of such limit shall instead be payable within five business days of the earlier of (x) August 11, 2026 and (y) the date the Company receives stockholder approval to issue more than the limit in respect of conversion of the Convertible Note, as amended.
- [F6]This was a conversion of accrued interest and not a sale.
- [F7]The $20,000,000 principal amount of Convertible Notes outstanding at August 25, 2025 was convertible into 279,912 shares of Common Stock at $71.451 per share. Column 9 does not include any interest accrued on the Convertible Note since August 11, 2025 (at a rate of 10% per annum), which may be converted into Interest Shares at the 10-day VWAP on the date of payment, subject to certain restrictions (see Footnote 5).
Signature
Ibrahim M. Aljomaih, President and Director|2026-05-08