Netlist (NLST) director sells 10,000 shares under 10b5-1 plan

Rhea-AI Filing Summary

Netlist director Jun Cho sold 10,000 shares of common stock in an open-market transaction at $1.89 per share. After this sale, he directly holds 220,000 shares, which the notes indicate include shares underlying unvested restricted stock units. The transaction was carried out under a pre-arranged Rule 10b5-1 trading plan adopted on September 12, 2025, suggesting it was scheduled in advance rather than timed discretionarily.

Insider Trade Summary 10b5-1

Net Seller: 10,000 shares ($18,900)

Net Sell 1 txn

Insider Cho Jun

Role Director

Sold 10,000 shs ($19K)

Type	Security	Shares	Price	Value
Sale	Common Stock	10,000	$1.89	$19K

Holdings After Transaction: Common Stock — 220,000 shares (Direct)

Footnotes (1)

1. This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 12, 2025. The amount reported includes shares subject to unvested restricted stock units.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

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^*

Cho Jun

(Last) (First) (Middle)

111 ACADEMY, SUITE 100

(Street)

IRVINE CALIFORNIA 92617

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NETLIST INC [ NLST ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/25/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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
Common Stock	03/25/2026		S		10,000(1)	D	$1.89	220,000(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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. This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 12, 2025.

2. The amount reported includes shares subject to unvested restricted stock units.

	/s/ Gail M. Sasaki, Attorney-in-Fact	03/26/2026
	** 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)

FAQ

What did Netlist (NLST) director Jun Cho report in this Form 4?

Director Jun Cho reported selling 10,000 shares of Netlist common stock in an open-market transaction at $1.89 per share. Following the sale, he directly owns 220,000 shares, which the filing notes include shares tied to unvested restricted stock units.

At what price did Jun Cho sell Netlist (NLST) shares, and how many?

He sold 10,000 Netlist common shares at $1.89 each in a single open-market transaction. This transaction is classified as a sale under code "S," indicating an open-market or private sale of non-derivative common stock, not a derivative exercise.

How many Netlist (NLST) shares does Jun Cho hold after this transaction?

After the reported sale, Jun Cho directly holds 220,000 shares of Netlist common stock. The footnotes clarify that this figure also includes shares subject to unvested restricted stock units, so it reflects both vested and certain unvested equity interests.

Was Jun Cho’s Netlist (NLST) stock sale under a Rule 10b5-1 plan?

Yes. The filing states the sale was effected pursuant to a Rule 10b5-1 trading plan adopted on September 12, 2025. Such plans pre-schedule trades, reducing the significance of timing decisions and indicating a structured approach to liquidity management.

Does the Netlist (NLST) Form 4 mention unvested restricted stock units?

Yes. A footnote explains that the amount of Netlist shares reported as held by Jun Cho includes shares subject to unvested restricted stock units. This means his reported 220,000-share position combines currently vested shares and certain unvested equity awards.

Did the Netlist (NLST) Form 4 include any derivative or option exercises?

No derivative transactions are listed in the summary for this Form 4. The filing shows one non-derivative transaction: an open-market sale of 10,000 common shares, with no reported option exercises, conversions, or other derivative-related activities in this instance.