Amendment: SEC Form 4 filed by Chief Financial Officer Musfeldt Brian
$STEM
Industrial Machinery/Components
Miscellaneous
| 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)
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2. Issuer Name and Ticker or Trading Symbol
STEM, INC. [ STEM ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/17/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) 08/19/2025 |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| 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 | ||||||
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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 | ||||||||
| Restricted Stock Unit | (1) | 07/17/2025 | A | 2,500 | (2) | (2) | Common Stock, Par Value $0.0001 Per Share | 2,500 | $0 | 2,500(3) | D | ||||
| Performance Stock Unit | (1) | 07/17/2025 | A | 6,750 | (4) | (4) | Common Stock, Par Value $0.0001 Per Share | 6,750 | $0 | 6,750(5) | D | ||||
| Stock Option | $9.27 | 07/17/2025 | A | 1,250 | (6) | 07/17/2035 | Common Stock, Par Value $0.0001 Per Share | 1,250 | $0 | 1,250(3) | D | ||||
| Explanation of Responses: |
| 1. Each restricted stock unit ("RSU") and performance stock unit ("PSU") represents a contingent right to receive one share of the Issuer's common stock. |
| 2. On July 17, 2025, the Reporting Person was granted 2,500 RSUs vesting 100% on August 7, 2027, subject to the Reporting Person's continued service to the Issuer through the vesting date. |
| 3. 3. This grant was inadvertently omitted from the original Form 4. |
| 4. On July 17, 2025, the Reporting Person was granted 6,750 PSUs, a portion of which vests, if the volume-weighted average price of the Issuer's common stock for any consecutive sixty (60) trading-day period equals or exceeds a stock price target. |
| 5. This amendment corrects an error in the original Form 4, which reported a grant of 5,500 PSUs instead of 6,750 PSUs. |
| 6. On July 17, 2025, the Reporting Person was granted 1,250 stock options vesting 100% on August 7, 2027, subject to the Reporting Person's continued service to the Issuer through the vesting date. |
| Remarks: |
| The original Form 4, filed on August 19, 2025, is being amended by this Form 4 amendment to (i) report grants of RSUs and stock options that were inadvertently omitted in the original Form 4 and (ii) correct the number of PSUs granted. |
| /s/ Sarah Dunn, attorney-in-fact | 10/02/2025 | |
| ** 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. | ||