4Filed Aug 25, 8:00 PM ET

Xos (XOS) 10% Owner Aljomaih Redeems $1.5M Convertible Note

$XOS · Xos, Inc.

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Xos (XOS) 10% Owner Aljomaih Redeems $1.5M Convertible Note

What Happened
Aljomaih Automotive Co. (reported as a 10% owner) had $1.5 million of principal on a Xos, Inc. convertible note repaid by the issuer on August 11, 2026. That $1.5M principal amount was convertible into 125,000 shares of Xos common stock at $12.00 per share but was repaid and extinguished for face value rather than converted into equity. The Form 4 reports this as a derivative disposition (transaction code J).

Key Details

  • Transaction date: August 11, 2026; Form 4 filed August 26, 2026 (filed late relative to the usual 2-business-day Form 4 window).
  • Nature: Issuer repaid $1,500,000 principal of a convertible note (derivative disposition), extinguishing conversion rights for that portion.
  • Conversion detail: $1.5M principal equaled 125,000 potential shares at $12.00/share.
  • Outstanding notes after transaction: $14,000,000 principal remaining, convertible into 1,166,666 shares at $12.00/share.
  • Interest: Column 9 does not include interest accrued since Aug 11, 2025 (10% p.a.); accrued interest may be convertible into interest shares based on the 10‑day VWAP at payment.
  • Code: J (other acquisition/disposition); holder was a 10% owner (institutional), not an individual officer/director.

Context
This was a debt repayment by the company, not an open‑market sale of common stock. The repayment removed the potential for conversion of that $1.5M tranche into 125,000 new shares (i.e., reduced a source of possible dilution). Because the filer is a 10% owner (institutional holder), this is reporting of a note transaction rather than executive trading; the late filing is a reporting timing issue but does not itself indicate insider sentiment.