Xos, Inc. — Director's Dealing 2023

Jan 12, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Xos, Inc. (XOS)
CIK: 0001819493
Period of Report: 2023-01-09

Reporting Person: Mattson George N (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-01-09	Common Stock	P	100000	$0.95	Acquired	284597	Indirect
2023-01-10	Common Stock	P	74659	$1	Acquired	359256	Indirect
2023-01-11	Common Stock	P	10684	$1	Acquired	369940	Indirect
2023-01-10	Common Stock	A	13888	—	Acquired	347116	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3973525	Indirect

Footnotes

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

F2: Represents weighted average sales price. The shares were sold at prices ranging from $0.81 to $1.00. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, fullinformation regarding the number of shares sold at each separate price.

F3: Shares are held by GNM ICBC LLC ("GNM ICBC"). The Reporting Person may be deemed to beneficially own such shares by virtue of his control over GNM ICBC. The Reporting Person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

F4: Represents weighted average sales price. The shares were sold at prices ranging from $0.97 to $1.00. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, fullinformation regarding the number of shares sold at each separate price.

F5: Represents weighted average sales price. The shares were sold at prices ranging from $0.99 to $1.00. 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 sold at each separate price.

F6: The shares reported in this transaction represent RSUs. The RSUs reported vested immediately on the date of grant. The RSUs were issued to the director in lieu of their cash retainer for the director's service in Q4 2022 and calculated as of December 31, 2022.

F7: Includes 134,682 unvested restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement.

F8: Shares are held by NGAC GNM Feeder LLC ("NGAC"). The Reporting Person may be deemed to beneficially own such shares by virtue of his shared control over NGAC. The Reporting Person disclaimsbeneficial ownership of such shares except to the extent of his pecuniary interest therein.