NOTV Form 4: Director 2,000-share 10b5-1 sale disclosed

Rhea-AI Filing Summary

Inotiv (NOTV): Director Form 4 filing — Director R. Matthew Neff reported selling 2,000 shares of common stock on 11/03/2025 at a weighted average price of $1.2434 per share, with individual sale prices ranging from $1.2100 to $1.2900. The transaction was executed under a Rule 10b5-1 trading plan adopted on 02/13/2025 to cover tax obligations tied to prior equity award vesting. Following the sale, he beneficially owns 153,102 shares directly.

Insights

Insider transactions analyst

Routine 10b5-1 sale; minimal impact.

This filing records a pre-arranged Rule 10b5-1 sale by a director to address tax obligations from earlier equity vesting. The sale totaled 2,000 shares at a weighted average of $1.2434 on 11/03/2025, within a disclosed price range of $1.2100–$1.2900.

Form 4s like this are administrative and common for tax-related liquidity. Post-transaction holdings are 153,102 shares, which indicates continued ownership. Actual market impact depends on overall trading volume and is typically limited for transactions of this size.

Insider Trade Summary

Net Seller: 2,000 shares ($2,487)

Net Sell 1 txn

Insider Neff R Matthew

Role Director

Sold 2,000 shs ($2K)

Type	Security	Shares	Price	Value
Sale	Common Stock	2,000	$1.2434	$2K

Holdings After Transaction: Common Stock — 153,102 shares (Direct)

Footnotes (1)

1. The shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 13, 2025, for purposes of covering tax obligations he incurred in connection with the vesting of equity awards in prior periods. Reflects the weighted average price of 2,000 common shares sold by the reporting person in multiple transactions on November 3, 2025, with sales prices ranging from $1.2100 to $1.2900 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

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^*

Neff R Matthew

(Last) (First) (Middle)

2701 KENT AVENUE

(Street)

WEST LAFAYETTTE IN 47906

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Inotiv, Inc. [ NOTV ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/03/2025

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

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

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

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	11/03/2025		S(1)		2,000	D	$1.2434(2)	153,102	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. The shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 13, 2025, for purposes of covering tax obligations he incurred in connection with the vesting of equity awards in prior periods.

2. Reflects the weighted average price of 2,000 common shares sold by the reporting person in multiple transactions on November 3, 2025, with sales prices ranging from $1.2100 to $1.2900 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

	/s/ Beth Taylor, Attorney-in-Fact for R. Matthew Neff	11/04/2025
	** 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.

FAQ

What did Inotiv (NOTV) disclose in this Form 4?

A director, R. Matthew Neff, sold 2,000 common shares on 11/03/2025 at a weighted average of $1.2434 per share.

Was the NOTV insider sale under a Rule 10b5-1 plan?

Yes. The sale was pursuant to a Rule 10b5-1 plan adopted on 02/13/2025.

What price range did the NOTV insider shares sell for?

Sales occurred between $1.2100 and $1.2900 per share.

How many NOTV shares does the insider still own?

Following the transaction, the director beneficially owns 153,102 shares directly.

Why did the NOTV insider sell shares?

The filing states the sale was to cover tax obligations related to prior equity award vesting.

What is the size of the NOTV insider sale?

2,000 shares of common stock were sold on 11/03/2025.