Aljomaih Automotive Co. 4
4 · Xos, Inc. · Filed May 8, 2026
Research Summary
AI-generated summary of this filing
Xos (XOS) 10% Owner Aljomaih Disposes $1.5M Convertible Note
What Happened
- Aljomaih Automotive Co., a reported 10% owner of Xos, Inc. (XOS), recorded a disposition on Feb 11, 2026: a $1,500,000 principal amount of a Convertible Note was repaid and extinguished by the issuer. The $1.5M principal amount corresponded to the right to convert into an aggregate of approximately 20,993 common shares at the contractual conversion price of $71.451 per share. This was a disposition of a derivative security (the convertible note), not an open-market sale of existing common shares.
Key Details
- Transaction date: February 11, 2026; Form 4 filed: May 8, 2026 (late filing).
- Transaction type: Disposition of derivative (reporting code J) — repayment/ extinguishment of $1,500,000 principal of Convertible Notes.
- Conversion terms: Principal convertible at holder’s election at $71.451 per share; $1.5M principal equaled ~20,993 shares (per footnote).
- Interest: Interest on the notes accrues (10% p.a. since Aug 11, 2025 per filing) and may be payable in additional shares (Interest Shares) at a market-based 10‑day VWAP when paid, subject to certain limits and timing rules (see footnotes).
- Outstanding after transaction: $17,000,000 principal of Convertible Notes remained outstanding immediately after the repayment, convertible into 237,925 shares at $71.451 per share (excluding any interest-accrued shares).
- Filing timeliness: The Form 4 reports a Feb 11 transaction but was filed May 8 — this is a late filing and could affect transparency/timely disclosure for investors.
Context
- This was a derivative repayment by the issuer (Xos) of a convertible debt holder’s principal, not a routine open-market sale of common stock. For retail investors, note that this reflects debt servicing/repayment activity and a reduction in the holder’s convertible principal, rather than a simple buy/sell signal from company insiders. As a 10% owner, Aljomaih is an institutional holder; the transaction involves convertible-note mechanics (conversion price, interest paid in shares) that can affect potential dilution depending on future conversions or interest-share payments.
Insider Transaction Report
Form 4
Xos, Inc.XOS
Aljomaih Automotive Co.
10% Owner
Transactions
- Other
Convertible Note
[F1][F2][F3][F5][F4][F6]2026-02-11$1500000.00/sh−1,500,000$2,250,000,000,000→ 237,925 totalExercise: $71.45Exp: 2028-02-11→ Common Stock (20,993 underlying)
Footnotes (6)
- [F1]Principal amounts of the Convertible Notes are convertible at the holder's election into shares of Common Stock at $71.451 per share. Accrued interest on the Convertible Note is payable by the issuer in shares of common stock 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.
- [F2]On February 11, 2026, the issuer made a scheduled repayment of $1.5 million principal amount of the Convertible Note.
- [F3]The $1.5 million principal amount repaid was convertible into an aggregate of 20,993 shares of common stock, par value $0.0001 per share, of the issuer.
- [F4]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.
- [F5]$1.5 million principal amount of the Convertible Note was repaid and extinguished for face value.
- [F6]The $17,000,000 principal amount of Convertible Notes outstanding immediately following the transaction was convertible into 237,925 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 4).
Signature
Ibrahim M. Aljomaih, President and Director|2026-05-08