Steven Mark Towe - 25 Feb 2026 Form 4 Insider Report for Powerfleet, Inc. (AIOT)

Role: Chief Executive Officer, Director
Signature: /s/ David Wilson, as Attorney-in-Fact
Issuer symbol: AIOT
Transactions as of: 25 Feb 2026
Net transactions value: $0
Form type: 4
Filing time: 27 Feb 2026, 17:17:10 UTC
Previous filing: 14 Aug 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Towe Steven Mark	Chief Executive Officer, Director	C/O POWERFLEET, INC., 123 TICE BOULEVARD, WOODCLIFF LAKE	/s/ David Wilson, as Attorney-in-Fact	27 Feb 2026	0001903648

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	AIOT	Common Stock, par value $0.01 per share	Award	$0	+193,545	+8.3%	$0.000000	2,526,237	25 Feb 2026	Direct	F1
transaction	AIOT	Common Stock, par value $0.01 per share	Award	$0	+387,090	+15%	$0.000000	2,913,327	25 Feb 2026	Direct	F2

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

Explanation of Responses:

Id	Content
F1	On February 25, 2026 (the "Grant Date"), the reporting person was granted 193,545 restricted stock units ("RSUs") under the Powerfleet, Inc. 2018 Incentive Plan, as amended (the "2018 Plan"), in consideration for his services as the Chief Executive Officer ("CEO") of Powerfleet, Inc. (the "Company"). Each RSU represents a contingent right to receive one share of the Company's common stock, par value $0.01 per share ("Common Stock"), upon vesting. Subject to the terms and conditions of a restricted stock unit award agreement and the 2018 Plan, the RSUs vest in equal installments over a three-year period, provided that the reporting person is employed by the Company on each applicable vesting date.
F2	On the Grant Date, the reporting person was granted 387,090 performance-based RSUs under the 2018 Plan in consideration for his services as the CEO of the Company. Each RSU represents a contingent right to receive one share of Common Stock upon vesting. The number of RSUs reported represents the target number of RSUs that may be earned by the reporting person. Subject to the terms and conditions of a restricted stock unit award agreement and the 2018 Plan, the actual number of RSUs earned by the reporting person ranges from 0% and 167% of the target number based upon the achievement by the Company of certain performance criteria.

Content

On February 25, 2026 (the "Grant Date"), the reporting person was granted 193,545 restricted stock units ("RSUs") under the Powerfleet, Inc. 2018 Incentive Plan, as amended (the "2018 Plan"), in consideration for his services as the Chief Executive Officer ("CEO") of Powerfleet, Inc. (the "Company"). Each RSU represents a contingent right to receive one share of the Company's common stock, par value $0.01 per share ("Common Stock"), upon vesting. Subject to the terms and conditions of a restricted stock unit award agreement and the 2018 Plan, the RSUs vest in equal installments over a three-year period, provided that the reporting person is employed by the Company on each applicable vesting date.

On the Grant Date, the reporting person was granted 387,090 performance-based RSUs under the 2018 Plan in consideration for his services as the CEO of the Company. Each RSU represents a contingent right to receive one share of Common Stock upon vesting. The number of RSUs reported represents the target number of RSUs that may be earned by the reporting person. Subject to the terms and conditions of a restricted stock unit award agreement and the 2018 Plan, the actual number of RSUs earned by the reporting person ranges from 0% and 167% of the target number based upon the achievement by the Company of certain performance criteria.