XOS

SEC source: 0001819493-23-000036 · wf-form5_167650937857912.xml · nonDerivative · entry 3

Castaneda Jose · CIK 0001909033 · VP, Business Development

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 309,149

F2 · shares: Represents the number of shares withheld by the Issuer to satisfy the tax withholding obligations in connection with the vesting of the Reporting Person's Restricted Stock Unit ("RSU") Award previously reported on Form 3 filed 2/16/2022. Each RSU represents a contingent right to receive one share of common stock upon settlement.

F3 · balance_after: Includes 221,679 unvested RSUs from awards previously reported.

SEC source: 0001209191-22-020661 · doc4.xml · nonDerivative · entry 1

Ferber Robert · CIK 0001878397 · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 377,971

F1 · kind: The transaction being reported was effected pursuant to a previously established Rule 10b5-1 trading plan.

F2 · price: Represents weighted average sales price. The shares were sold at prices ranging from $2.95 to $3.11. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

SEC source: 0001209191-22-041354 · doc4a.xml · nonDerivative · entry 1

Ferber Robert · CIK 0001878397 · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 427,971

F1 · kind: Sales previously made on March 21, 2022 were reversed on April 1, 2022 due to broker error in executing trades to sell 50,000 shares of Common Stock under Reporting Person's 10b5-1 Plan.

F1 · price: Sales previously made on March 21, 2022 were reversed on April 1, 2022 due to broker error in executing trades to sell 50,000 shares of Common Stock under Reporting Person's 10b5-1 Plan.

SEC source: 0001819493-23-000030 · wf-form5_167642189967487.xml · nonDerivative · entry 1

Romero Christen T · CIK 0001909055 · General Counsel

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 951,235

F1 · shares: Represents the number of shares withheld by the Issuer to satisfy the tax withholding obligations in connection with the vesting of the Reporting Person's Restricted Stock Unit ("RSU") Award previously reported on Form 3 filed 2/16/2022. Each RSU represents a contingent right to receive one share of common stock upon settlement.

F2 · balance_after: Includes 708,333 unvested RSUs from awards previously reported on Form 3 filed 2/16/2022 and Form 4 filed 7/13/2022.

SEC source: 0001819493-23-000036 · wf-form5_167650937857912.xml · nonDerivative · entry 2

Castaneda Jose · CIK 0001909033 · VP, Business Development

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 309,149

F2 · shares: Represents the number of shares withheld by the Issuer to satisfy the tax withholding obligations in connection with the vesting of the Reporting Person's Restricted Stock Unit ("RSU") Award previously reported on Form 3 filed 2/16/2022. Each RSU represents a contingent right to receive one share of common stock upon settlement.

F3 · balance_after: Includes 221,679 unvested RSUs from awards previously reported.

SEC source: 0001209191-22-042077 · doc4.xml · nonDerivative · entry 2

Sordoni Giordano · CIK 0001877937 · Director · Chief Operating Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 23,266,737

F2 · shares: Represents the number of shares withheld by the Issuer to satisfy the tax withholding obligations in connection with the vesting of the RSU.

SEC source: 0001209191-22-042077 · doc4.xml · nonDerivative · entry 1

Sordoni Giordano · CIK 0001877937 · Director · Chief Operating Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 23,275,709

F1 · shares: Represents the grant of Restricted Stock Units (RSUs). Each RSU represents a contingent right to receive one share of Common Stock upon settlement. The RSUs are fully vested as of the grant date.

SEC source: 0001209191-22-042076 · doc4.xml · nonDerivative · entry 2

Afemikhe Kingsley · CIK 0001877932 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 271,536

F2 · shares: Represents the number of shares withheld by the Issuer to satisfy the tax withholding obligations in connection with the vesting of the RSU.

SEC source: 0001209191-22-042076 · doc4.xml · nonDerivative · entry 1

Afemikhe Kingsley · CIK 0001877932 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 280,508

F1 · shares: Represents the grant of Restricted Stock Units (RSUs). Each RSU represents a contingent right to receive one share of Common Stock upon settlement. The RSUs are fully vested as of the grant date.

SEC source: 0001209191-22-014904 · doc4.xml · nonDerivative · entry 1

Romero Christen T · CIK 0001909055 · General Counsel

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 679,831

F1 · kind: The transaction being reported was effected pursuant to a previously established Rule 10b5-1 trading plan.

F2 · price: The price in Column 4 is a weighted average sale price. The prices actually received ranged from $2.30 to $2.435. The Reporting Person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

SEC source: 0001209191-22-042074 · doc4a.xml · nonDerivative · entry 1

Romero Christen T · CIK 0001909055 · General Counsel

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 684,831

F1 · kind: Sales previously made on February 28, 2022 were reversed on April 1, 2022 due to broker error in executing trades to sell 5,000 shares of Common Stock under Reporting Person's 10b5-1 Plan.

F1 · price: Sales previously made on February 28, 2022 were reversed on April 1, 2022 due to broker error in executing trades to sell 5,000 shares of Common Stock under Reporting Person's 10b5-1 Plan.

SEC source: 0001209191-22-002996 · doc4.xml · derivative · entry 2

ANSARI ANOUSHEH · CIK 0001136701 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 48,922

Underlying: Common Stock · 48,922 shares

Expires not disclosed

F1 · derivative.exercise_price: The price is N/A.

F1 · price: The price is N/A.

F4 · derivative.exercise_date: 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.

F3 · derivative.expiration_date: Date is N/A.

SEC source: 0001209191-22-002996 · doc4.xml · derivative · entry 1

ANSARI ANOUSHEH · CIK 0001136701 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 88,060

Underlying: Common Stock · 88,060 shares

Expires not disclosed

F1 · derivative.exercise_price: The price is N/A.

F1 · price: The price is N/A.

F2 · derivative.exercise_date: 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 January 10, 2022 (the "Grant Date"), subject to such individual's continuous service with Xos, Inc. through such vesting date.

F3 · derivative.expiration_date: Date is N/A.

SEC source: 0001209191-22-002997 · doc4.xml · derivative · entry 2

Jackson Alice K · CIK 0001739230 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 48,922

Underlying: Common Stock · 48,922 shares

Expires not disclosed

F1 · derivative.exercise_price: The price is N/A.

F1 · price: The price is N/A.

F4 · derivative.exercise_date: 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.

F3 · derivative.expiration_date: Date is N/A.

SEC source: 0001209191-22-002997 · doc4.xml · derivative · entry 1

Jackson Alice K · CIK 0001739230 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 88,060

Underlying: Common Stock · 88,060 shares

Expires not disclosed

F1 · derivative.exercise_price: The price is N/A.

F1 · price: The price is N/A.

F2 · derivative.exercise_date: 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 January 10, 2022 (the "Grant Date"), subject to such individual's continuous service with Xos, Inc. through such vesting date.

F3 · derivative.expiration_date: Date is N/A.

SEC source: 0001209191-22-000914 · doc4.xml · nonDerivative · entry 1

RAPP EDWARD J · CIK 0001171780 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,474

F1 · shares: The shares reported in this transaction represent Restricted Stock Units ("RSUs"). The RSUs reported vested immediately on the date of grant. The RSUs were issued to the director in lieu of their cash retainer.

SEC source: 0001209191-22-000921 · doc4.xml · nonDerivative · entry 1

MATHEW SARA · CIK 0001192748 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 737

F1 · shares: The shares reported in this transaction represent Restricted Stock Units ("RSUs"). The RSUs reported vested immediately on the date of grant. The RSUs were issued to the director in lieu of their cash retainer.

SEC source: 0001209191-22-000925 · doc4.xml · nonDerivative · entry 1

Mattson George N · CIK 0001559238 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 116,010

F1 · shares: The shares reported in this transaction represent Restricted Stock Units ("RSUs"). The RSUs reported vested immediately on the date of grant. The RSUs were issued to the director in lieu of their cash retainer.

SEC source: 0001209191-21-068235 · doc4.xml · nonDerivative · entry 1

Mattson George N · CIK 0001559238 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 113,430

F1 · price: Represents weighted average purchase price. The shares were purchased at prices ranging from $3.35 to $3.42. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares purchased at each separate price.

SEC source: 0001209191-21-066830 · doc4.xml · nonDerivative · entry 1

Mattson George N · CIK 0001559238 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 63,430

F1 · price: Represents weighted average purchase price. The shares were purchased at prices ranging from $3.95 to $4.00. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares purchased at each separate price.

SEC source: 0001209191-21-066161 · doc4.xml · nonDerivative · entry 1

RAPP EDWARD J · CIK 0001171780 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Trust

Disclosed balance after: 335,169

F1 · ownership.nature: Shares are held by the Edward Joseph Rapp TTEE U/A DTD 02/07/2005, of which the Reporting Person is trustee.

SEC source: 0001209191-21-064558 · doc4.xml · derivative · entry 2

RAPP EDWARD J · CIK 0001171780 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 31,794

Underlying: Common Stock · 31,794 shares

Expires not disclosed

F1 · derivative.exercise_price: The price is N/A.

F1 · price: The price is N/A.

F4 · derivative.exercise_date: 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.

F3 · derivative.expiration_date: Date is N/A.

SEC source: 0001209191-21-064558 · doc4.xml · derivative · entry 1

RAPP EDWARD J · CIK 0001171780 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 57,229

Underlying: Common Stock · 57,229 shares

Expires not disclosed

F1 · derivative.exercise_price: The price is N/A.

F1 · price: The price is N/A.

F2 · derivative.exercise_date: 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.

F3 · derivative.expiration_date: Date is N/A.

SEC source: 0001209191-21-064621 · doc4a.xml · derivative · entry 4

MATHEW SARA · CIK 0001192748 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 31,794

Underlying: Common Stock · 31,794 shares

Expires not disclosed

F4 · derivative.exercise_price: The price is N/A.

F4 · price: The price is N/A.

F7 · derivative.exercise_date: 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.

F6 · derivative.expiration_date: Date is N/A.

SEC source: 0001209191-21-064621 · doc4a.xml · derivative · entry 3

MATHEW SARA · CIK 0001192748 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 57,229

Underlying: Common Stock · 57,229 shares

Expires not disclosed

F4 · derivative.exercise_price: The price is N/A.

F4 · price: The price is N/A.

F5 · derivative.exercise_date: 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.

F6 · derivative.expiration_date: Date is N/A.

SEC source: 0001209191-21-064562 · doc4.xml · derivative · entry 4

MATHEW SARA · CIK 0001192748 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 31,794

Underlying: Common Stock · 31,794 shares

Expires not disclosed

F3 · derivative.exercise_price: The price is N/A.

F3 · price: The price is N/A.

F6 · derivative.exercise_date: 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.

F5 · derivative.expiration_date: Date is N/A.

SEC source: 0001209191-21-064562 · doc4.xml · derivative · entry 3

MATHEW SARA · CIK 0001192748 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 57,229

Underlying: Common Stock · 57,229 shares

Expires not disclosed

F3 · derivative.exercise_price: The price is N/A.

F3 · price: The price is N/A.

F4 · derivative.exercise_date: 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 · derivative.expiration_date: Date is N/A.

SEC source: 0001209191-21-064617 · doc4.xml · derivative · entry 5

Mattson George N · CIK 0001559238 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 31,794

Underlying: Common Stock · 31,794 shares

Expires not disclosed

F3 · derivative.exercise_price: The price is N/A.

F3 · price: The price is N/A.

F6 · derivative.exercise_date: 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.

F5 · derivative.expiration_date: Date is N/A.

SEC source: 0001209191-21-064617 · doc4.xml · derivative · entry 4

Mattson George N · CIK 0001559238 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 57,229

Underlying: Common Stock · 57,229 shares

Expires not disclosed

F3 · derivative.exercise_price: The price is N/A.

F3 · price: The price is N/A.

F4 · derivative.exercise_date: 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 · derivative.expiration_date: Date is N/A.

SEC source: 0001209191-21-064555 · doc4.xml · derivative · entry 2

Jordan Burt · CIK 0001848461 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 31,794

Underlying: Common Stock · 31,794 shares

Expires not disclosed

F1 · derivative.exercise_price: The price is N/A.

F1 · price: The price is N/A.

F4 · derivative.exercise_date: 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.

F3 · derivative.expiration_date: Date is N/A.

SEC source: 0001209191-21-064555 · doc4.xml · derivative · entry 1

Jordan Burt · CIK 0001848461 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 57,229

Underlying: Common Stock · 57,229 shares

Expires not disclosed

F1 · derivative.exercise_price: The price is N/A.

F1 · price: The price is N/A.

F2 · derivative.exercise_date: 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.

F3 · derivative.expiration_date: Date is N/A.

SEC source: 0001209191-21-064621 · doc4a.xml · derivative · entry 2

MATHEW SARA · CIK 0001192748 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Trust

Disclosed balance after: 199,997

Underlying: Common Stock · 199,997 shares

Expires 2026-08-20

F1 · security: 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 only.

F3 · kind: On November 15, 2021, the Reporting Person filed a Form 4 that inadvertently reported code "P," but should be code "J."

F4 · price: The price is N/A.

F2 · ownership.nature: Shares are held by the Jacob Mathew 2020 Irrevocable Trust ("Mathew Trust"), of which the Reporting Person is trustee.

SEC source: 0001209191-21-064621 · doc4a.xml · nonDerivative · entry 1

MATHEW SARA · CIK 0001192748 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Trust

Disclosed balance after: 296,053

F1 · security: 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 only.

F1 · deemedExecutionDate: 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 only.

F1 · price: 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 only.

F1 · balance_after: 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 only.

F2 · ownership.nature: Shares are held by the Jacob Mathew 2020 Irrevocable Trust ("Mathew Trust"), of which the Reporting Person is trustee.

SEC source: 0001209191-21-064562 · doc4.xml · derivative · entry 2

MATHEW SARA · CIK 0001192748 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Trust

Disclosed balance after: 199,997

Underlying: Common Stock · 199,997 shares

Expires 2026-08-20

F1 · security: 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 only.

F3 · price: The price is N/A.

F2 · ownership.nature: Shares are held by the Jacob Mathew 2020 Irrevocable Trust ("Mathew Trust"), of which the Reporting Person is trustee.

SEC source: 0001209191-21-064562 · doc4.xml · nonDerivative · entry 1

MATHEW SARA · CIK 0001192748 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Trust

Disclosed balance after: 296,053

F1 · security: 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 only.

F1 · deemedExecutionDate: 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 only.

F1 · price: 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 only.

F1 · balance_after: 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 only.

F2 · ownership.nature: Shares are held by the Jacob Mathew 2020 Irrevocable Trust ("Mathew Trust"), of which the Reporting Person is trustee.

SEC source: 0001209191-21-064617 · doc4.xml · derivative · entry 3

Mattson George N · CIK 0001559238 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By LLC

Disclosed balance after: 2,660,020

Underlying: Common Stock · 2,660,020 shares

Expires 2026-08-20

F3 · price: The price is N/A.

F1 · balance_after: 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 · ownership.nature: 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.

SEC source: 0001209191-21-064617 · doc4.xml · nonDerivative · entry 2

Mattson George N · CIK 0001559238 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By LLC

Disclosed balance after: 3,937,525

F1 · balance_after: 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 · ownership.nature: 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.

SEC source: 0001209191-21-056289 · doc4.xml · nonDerivative · entry 1

Mattson George N · CIK 0001559238 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 27,870

F1 · price: Represents weighted average purchase price. The shares were purchased at prices ranging from $6.06 to $6.25. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

SEC source: 0001209191-21-054443 · doc4.xml · nonDerivative · entry 1

RAPP EDWARD J · CIK 0001171780 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 235,169

F1 · price: Represents weighted average purchase price. The shares were purchased at prices ranging from $6.635 to $6.65. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares purchased at each separate price.

F2 · ownership.nature: Shares are held by Edward Joseph Rapp TTEE U/A DTD 02/07/2005.

SEC source: 0001209191-21-053171 · doc4.xml · nonDerivative · entry 1

RAPP EDWARD J · CIK 0001171780 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 230,169

F1 · kind: Received pursuant to the Agreement and Plan of Merger, dated as of February 21, 2021, as amended on May 14, 2021, by and among NextGen Acquisition Corporation ("Acquiror"), Sky Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Acquiror ("Merger Sub") and Xos, Inc. ("Xos"), pursuant to which Merger Sub was merged with and into Xos, whereupon the separate existence of Merger Sub ceased and Xos became the surviving company and continued in existence as a subsidiary of Acquiror, which subsequently changed its name to Xos, Inc. (the "Issuer").

F1 · price: Received pursuant to the Agreement and Plan of Merger, dated as of February 21, 2021, as amended on May 14, 2021, by and among NextGen Acquisition Corporation ("Acquiror"), Sky Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Acquiror ("Merger Sub") and Xos, Inc. ("Xos"), pursuant to which Merger Sub was merged with and into Xos, whereupon the separate existence of Merger Sub ceased and Xos became the surviving company and continued in existence as a subsidiary of Acquiror, which subsequently changed its name to Xos, Inc. (the "Issuer").

F2 · ownership.nature: Shares are held by Edward Joseph Rapp TTEE U/A DTD 02/07/2005.

SEC source: 0001209191-21-053169 · doc4.xml · derivative · entry 2

Ferber Robert · CIK 0001878397 · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 550,248

Underlying: Common Stock · 550,248 shares

Expires 2029-06-06

F1 · kind: Received pursuant to the Agreement and Plan of Merger, dated as of February 21, 2021, as amended on May 14, 2021, by and among NextGen Acquisition Corporation ("Acquiror"), Sky Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Acquiror ("Merger Sub") and Xos, Inc. ("Xos"), pursuant to which Merger Sub was merged with and into Xos, whereupon the separate existence of Merger Sub ceased and Xos became the surviving company and continued in existence as a subsidiary of Acquiror, which subsequently changed its name to Xos, Inc. (the "Issuer").

F3 · price: Received in exchange for a Stock Option to purchase 500,000 shares of Xos Common Stock, of which 218,750 have been exercised.

F2 · derivative.exercise_date: 25% of the stock option vested and became exercisable on April 10, 2020, and thereafter vest as to 1/48th of the shares in equal monthly installments, until such time as the option is 100% vested, subject to the continuing employment of the Reporting Person on each vesting date.

SEC source: 0001209191-21-053169 · doc4.xml · nonDerivative · entry 1

Ferber Robert · CIK 0001878397 · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 427,971

F1 · kind: Received pursuant to the Agreement and Plan of Merger, dated as of February 21, 2021, as amended on May 14, 2021, by and among NextGen Acquisition Corporation ("Acquiror"), Sky Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Acquiror ("Merger Sub") and Xos, Inc. ("Xos"), pursuant to which Merger Sub was merged with and into Xos, whereupon the separate existence of Merger Sub ceased and Xos became the surviving company and continued in existence as a subsidiary of Acquiror, which subsequently changed its name to Xos, Inc. (the "Issuer").

F1 · price: Received pursuant to the Agreement and Plan of Merger, dated as of February 21, 2021, as amended on May 14, 2021, by and among NextGen Acquisition Corporation ("Acquiror"), Sky Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Acquiror ("Merger Sub") and Xos, Inc. ("Xos"), pursuant to which Merger Sub was merged with and into Xos, whereupon the separate existence of Merger Sub ceased and Xos became the surviving company and continued in existence as a subsidiary of Acquiror, which subsequently changed its name to Xos, Inc. (the "Issuer").

SEC source: 0001209191-21-053168 · doc4.xml · derivative · entry 2

Afemikhe Kingsley · CIK 0001877932 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 775,851

Underlying: Common Stock · 775,851 shares

Expires 2030-07-21

F1 · kind: Received pursuant to the Agreement and Plan of Merger, dated as of February 21, 2021, as amended on May 14, 2021, by and among NextGen Acquisition Corporation ("Acquiror"), Sky Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Acquiror ("Merger Sub") and Xos, Inc. ("Xos"), pursuant to which Merger Sub was merged with and into Xos, whereupon the separate existence of Merger Sub ceased and Xos became the surviving company and continued in existence as a subsidiary of Acquiror, which subsequently changed its name to Xos, Inc. (the "Issuer").

F3 · price: Received in exchange for a Stock Option to purchase 528,750 shares of Xos Common Stock, of which 132,187 have been exercised.

F2 · derivative.exercise_date: 25% of the stock option vested and became exercisable on August 1, 2021, and thereafter vests as to 1/48th of the shares in equal monthly installments, until such time as the option is 100% vested, subject to the continuing employment of the Reporting Person on each vesting date.

SEC source: 0001209191-21-053168 · doc4.xml · nonDerivative · entry 1

Afemikhe Kingsley · CIK 0001877932 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 258,615

F1 · kind: Received pursuant to the Agreement and Plan of Merger, dated as of February 21, 2021, as amended on May 14, 2021, by and among NextGen Acquisition Corporation ("Acquiror"), Sky Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Acquiror ("Merger Sub") and Xos, Inc. ("Xos"), pursuant to which Merger Sub was merged with and into Xos, whereupon the separate existence of Merger Sub ceased and Xos became the surviving company and continued in existence as a subsidiary of Acquiror, which subsequently changed its name to Xos, Inc. (the "Issuer").

F1 · price: Received pursuant to the Agreement and Plan of Merger, dated as of February 21, 2021, as amended on May 14, 2021, by and among NextGen Acquisition Corporation ("Acquiror"), Sky Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Acquiror ("Merger Sub") and Xos, Inc. ("Xos"), pursuant to which Merger Sub was merged with and into Xos, whereupon the separate existence of Merger Sub ceased and Xos became the surviving company and continued in existence as a subsidiary of Acquiror, which subsequently changed its name to Xos, Inc. (the "Issuer").

SEC source: 0001209191-21-053174 · doc4.xml · nonDerivative · entry 2

Sordoni Giordano · CIK 0001877937 · Director · Chief Operating Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 23,253,816

F2 · kind: Sold in connection with the subscription agreements with certain investors (the "PIPE investors") pursuant to which such investors agreed to purchase, substantially concurrently with the closing of the merger, an aggregate of $216,000,000 of the Issuer's shares of common stock, including $10,000,000 of common stock held by the Reporting Person, at a price of $10.00 per share, or an aggregate of 21,600,000 shares of common stock, including 1,000,000 shares of common stock held by the Reporting Person.

SEC source: 0001209191-21-053174 · doc4.xml · nonDerivative · entry 1

Sordoni Giordano · CIK 0001877937 · Director · Chief Operating Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 24,253,816

F1 · kind: Received pursuant to the Agreement and Plan of Merger, dated as of February 21, 2021, as amended on May 14, 2021, by and among NextGen Acquisition Corporation ("Acquiror"), Sky Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Acquiror ("Merger Sub") and Xos, Inc. ("Xos"), pursuant to which Merger Sub was merged with and into Xos, whereupon the separate existence of Merger Sub ceased and Xos became the surviving company and continued in existence as a subsidiary of Acquiror, which subsequently changed its name to Xos, Inc. (the "Issuer").

F1 · price: Received pursuant to the Agreement and Plan of Merger, dated as of February 21, 2021, as amended on May 14, 2021, by and among NextGen Acquisition Corporation ("Acquiror"), Sky Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Acquiror ("Merger Sub") and Xos, Inc. ("Xos"), pursuant to which Merger Sub was merged with and into Xos, whereupon the separate existence of Merger Sub ceased and Xos became the surviving company and continued in existence as a subsidiary of Acquiror, which subsequently changed its name to Xos, Inc. (the "Issuer").

SEC source: 0001209191-21-053173 · doc4.xml · nonDerivative · entry 4

Semler Dakota · CIK 0001877933 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 502,120

F1 · kind: Received pursuant to the Agreement and Plan of Merger, dated as of February 21, 2021, as amended on May 14, 2021, by and among NextGen Acquisition Corporation ("Acquiror"), Sky Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Acquiror ("Merger Sub") and Xos, Inc. ("Xos"), pursuant to which Merger Sub was merged with and into Xos, whereupon the separate existence of Merger Sub ceased and Xos became the surviving company and continued in existence as a subsidiary of Acquiror, which subsequently changed its name to Xos, Inc. (the "Issuer").

F1 · price: Received pursuant to the Agreement and Plan of Merger, dated as of February 21, 2021, as amended on May 14, 2021, by and among NextGen Acquisition Corporation ("Acquiror"), Sky Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Acquiror ("Merger Sub") and Xos, Inc. ("Xos"), pursuant to which Merger Sub was merged with and into Xos, whereupon the separate existence of Merger Sub ceased and Xos became the surviving company and continued in existence as a subsidiary of Acquiror, which subsequently changed its name to Xos, Inc. (the "Issuer").

F4 · ownership.nature: Shares held by GenFleet LLC. Mr. Semler may be deemed to beneficially own securities held by GenFleet, LLC by virtue of his shared control over such entities.

SEC source: 0001209191-21-053173 · doc4.xml · nonDerivative · entry 3

Semler Dakota · CIK 0001877933 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 53,745,903

F1 · kind: Received pursuant to the Agreement and Plan of Merger, dated as of February 21, 2021, as amended on May 14, 2021, by and among NextGen Acquisition Corporation ("Acquiror"), Sky Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Acquiror ("Merger Sub") and Xos, Inc. ("Xos"), pursuant to which Merger Sub was merged with and into Xos, whereupon the separate existence of Merger Sub ceased and Xos became the surviving company and continued in existence as a subsidiary of Acquiror, which subsequently changed its name to Xos, Inc. (the "Issuer").

F1 · price: Received pursuant to the Agreement and Plan of Merger, dated as of February 21, 2021, as amended on May 14, 2021, by and among NextGen Acquisition Corporation ("Acquiror"), Sky Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Acquiror ("Merger Sub") and Xos, Inc. ("Xos"), pursuant to which Merger Sub was merged with and into Xos, whereupon the separate existence of Merger Sub ceased and Xos became the surviving company and continued in existence as a subsidiary of Acquiror, which subsequently changed its name to Xos, Inc. (the "Issuer").

F3 · ownership.nature: Shares held by Emerald Green Trust. Mr. Semler may be deemed to beneficially own securities held by Emerald Green Trust by virtue of his shared control over such entities.

SEC source: 0001209191-21-053173 · doc4.xml · nonDerivative · entry 2

Semler Dakota · CIK 0001877933 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,884,155

F2 · kind: Sold in connection with the subscription agreements with certain investors (the "PIPE investors") pursuant to which such investors agreed to purchase, substantially concurrently with the closing of the merger, an aggregate of $216,000,000 of the Issuer's shares of common stock, including $10,000,000 of common stock held by the Reporting Person, at a price of $10.00 per share, or an aggregate of 21,600,000 shares of common stock, including 1,000,000 shares of common stock held by the Reporting Person.

SEC source: 0001209191-21-053173 · doc4.xml · nonDerivative · entry 1

Semler Dakota · CIK 0001877933 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,884,155

F1 · kind: Received pursuant to the Agreement and Plan of Merger, dated as of February 21, 2021, as amended on May 14, 2021, by and among NextGen Acquisition Corporation ("Acquiror"), Sky Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Acquiror ("Merger Sub") and Xos, Inc. ("Xos"), pursuant to which Merger Sub was merged with and into Xos, whereupon the separate existence of Merger Sub ceased and Xos became the surviving company and continued in existence as a subsidiary of Acquiror, which subsequently changed its name to Xos, Inc. (the "Issuer").

F1 · price: Received pursuant to the Agreement and Plan of Merger, dated as of February 21, 2021, as amended on May 14, 2021, by and among NextGen Acquisition Corporation ("Acquiror"), Sky Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Acquiror ("Merger Sub") and Xos, Inc. ("Xos"), pursuant to which Merger Sub was merged with and into Xos, whereupon the separate existence of Merger Sub ceased and Xos became the surviving company and continued in existence as a subsidiary of Acquiror, which subsequently changed its name to Xos, Inc. (the "Issuer").