Xos, Inc.·4

May 8, 5:45 PM ET

Aljomaih Automotive Co. 4

Research Summary

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Updated

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.