George N. Mattson - 10 Nov 2021 Form 4 Insider Report for Xos, Inc. (XOS)

Role: Director
Signature: /s/ Kris Tsao Cachia, Attorney-in-Fact for George N. Mattson
Issuer symbol: XOS
Transactions as of: 10 Nov 2021
Net transactions value: $0
Form type: 4
Filing time: 15 Nov 2021, 20:16:59 UTC
Previous filing: 15 Sep 2021
Next filing: 24 Nov 2021
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	XOS	Common Stock	Other	$0	+3,937,525		$0.000000	3,937,525	28 Sep 2021	By LLC	F1, F2
holding	XOS	Common Stock						27,870	10 Nov 2021	Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	XOS	Common Stock Warrant (Right to Buy)	Other		+2,660,020			2,660,020	28 Sep 2021	Common Stock	2,660,020	$11.50	By LLC	F1, F2, F3
transaction	XOS	Restricted Stock Unit	Award		+57,229			57,229	10 Nov 2021	Common Stock	57,229		Direct	F3, F4, F5
transaction	XOS	Restricted Stock Unit	Award		+31,794			31,794	10 Nov 2021	Common Stock	31,794		Direct	F3, F5, F6

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

Explanation of Responses:

Id	Content
F1	Is comprised of 3,937,525 shares and 2,660,020 warrants received as a liquidating distribution from NextGen Sponsor LLC. In prior reports, the Reporting Person reported beneficial ownership of 9,375,000 shares of Issuer's Common Stock held by the NextGen Sponsor LLC, of which the Reporting Person is Manager.
F2	Shares are held by NGAC GNM Feeder LLC and received as part of a pro rata distribution by NextGen Sponsor LLC of all of its securities of Xos, Inc., which is exempt from Section 16 by 17 CFR 240.16a-9. The transaction is being voluntarily reported for informational purposes.
F3	The price is N/A.
F4	The restricted stock units vest in a series of three equal annual installments on each of the first, second and third year anniversaries of the grant date of November 10, 2021 (the "Grant Date"), subject to such individual's continuous service with Xos, Inc. through such vesting date.
F5	Date is N/A.
F6	The restricted stock units vest on the earlier of (i) the first anniversary of the Grant Date and (ii) the day before the next annual meeting of Xos, Inc. following the Grant Date, subject to such individual's continuous service with Xos, Inc. through the vesting date.