Charles Boynton - May 23, 2025 Form 4 Insider Report for Nextracker Inc. (NXT)

Role: Chief Financial Officer
Signature: /s/ Philip Reuther, as attorney-in-fact for Charles Boynton
Stock symbol: NXT
Transactions as of: May 23, 2025
Transactions value $: $0
Form type: 4
Date filed: 5/28/2025, 08:32 PM
Previous filing: May 23, 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
BOYNTON CHARLES D	Chief Financial Officer	C/O NEXTRACKER INC., 6200 PASEO PADRE PARKWAY, FREMONT	/s/ Philip Reuther, as attorney-in-fact for Charles Boynton	2025-05-28	0001181212

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NXT	Common Stock	Award	$0	+64.1K	+36.95%	$0.00	238K	May 23, 2025	Direct	F1
transaction	NXT	Common Stock	Award	$0	+62K	+26.09%	$0.00	300K	May 23, 2025	Direct	F2, F3, F4

Showing 1 to 2 of 2 entries

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Reflects an award of restricted stock units ("RSUs") granted to the Reporting Person on May 23, 2025. Each RSU represents a contingent right to receive one share of the Issuer's common stock. The RSUs vest 30% on May 23, 2026, 30% on May 23, 2027, and 40% on May 23, 2028, subject to the Reporting Person's continued service to the Issuer through the relevant vesting date and acceleration in certain circumstances.
F2	Each earned PSU reflects the right to receive one share of the Issuer's common stock upon satisfaction of the applicable vesting conditions.
F3	Reflects performance stock units ("PSUs"), originally granted to the Reporting Person on May 21, 2024, which were initially earned upon certification by the Board of Directors of the Issuer on May 23, 2025 of the level of achievement of the financial performance metrics applicable to the PSUs for the performance period from April 1, 2024 to March 31, 2025. The PSUs remain subject to an rTSR modifier performance metric for the performance period from April 1, 2024 to March 31, 2027, pursuant to which the number of shares earned based on achievement of the financial performance metrics can be adjusted between 75% - 150%.
F4	The amount reported herein reflects 75% of the number of PSUs earned based on achievement of the financial performance metrics, which is the minimum amount of PSUs that will be earned and eligible to vest at the end of the three-year performance period, subject generally to the Reporting Person's continued employment with the Issuer through such date.