Director Wunderlich Gary Kent Jr acquired 1,147,225 shares and sold $3,041,573 worth of shares (108,165 units at $28.12), decreasing direct ownership by 84% to 13,964 units (SEC Form 4)
$NVTS
Semiconductors
Technology
| FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Issuer Name and Ticker or Trading Symbol
Navitas Semiconductor Corp [ NVTS ] | 5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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| 2a. Foreign Trading Symbol
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| 3. Date of Earliest Transaction
(Month/Day/Year) 05/18/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| 4. If Amendment, Date of Original Filed
(Month/Day/Year) |
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Class A Common Stock | 05/18/2026 | J(1) | 1,147,225 | A | (1) | 2,410,225 | I | Live Oak Sponsor Partners II, LLC(2) | ||
| Class A Common Stock | 05/28/2026 | S | 35,165 | D | $28.14(3) | 2,375,060 | I | Live Oak Sponsor Partners II, LLC(2) | ||
| Class A Common Stock | 05/28/2026 | S | 73,000 | D | $28.11(4) | 13,964 | D | |||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Explanation of Responses: |
| 1. On May 18, 2026, Navitas Semiconductor Corporation (the "Company") entered into a Settlement, Release and Amendment Agreement, between the Company and Live Oak Sponsor Partners II, LLC ("Live Oak Sponsor"), pursuant to which the Company agreed to effectuate the transfer of an aggregate of 1,147,225 shares of the Company's common stock to Live Oak Sponsor in satisfaction of the Company's obligations under the Sponsor Letter Agreement Re: Business Combination, dated May 6, 2021 (as amended to date), between the Company and Live Oak Sponsor which, among other things, sets forth certain agreements between the Company and Live Oak Sponsor with respect to the vesting, forfeiture and transfer of earnout shares issuable in connection with the Company's business combination based on the achievement of certain price thresholds. |
| 2. The Reporting Person is a managing member of Live Oak Sponsor. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. |
| 3. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions ranging from $28.10 to $28.18, inclusive. The Reporting Person undertakes to provide to the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the preceding sentence. |
| 4. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions ranging from $28.10 to $28.17, inclusive. The Reporting Person undertakes to provide to the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the preceding sentence. |
| /s/ Gary K. Wunderlich, Jr. | 05/29/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
| * Form 4: SEC 1474 (03-26) | ||