NXUR · Nxu, Inc.

On March 18, 2025, the reporting person reported that 32,870 and 28,863 shares (approximately 1,644 and 1,444 shares, respectively, on a post-reverse stock split basis) were purchased on March 7, 2025 and March 11, 2025, respectively. However, such shares were sold on such dates in "sell to cover" transactions to cover tax withholding obligations relating to the vesting and settlement of RSUs. This Form 4/A reports the correct Transaction Codes and other information relating to such transactions.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

On March 18, 2025, the reporting person reported that 32,870 and 28,863 shares (approximately 1,644 and 1,444 shares, respectively, on a post-reverse stock split basis) were purchased on March 7, 2025 and March 11, 2025, respectively. However, such shares were sold on such dates in "sell to cover" transactions to cover tax withholding obligations relating to the vesting and settlement of RSUs. This Form 4/A reports the correct Transaction Codes and other information relating to such transactions.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

On March 18, 2025, the reporting person reported that 30,681 shares of Common Stock (approximately 1,535 shares on a post-reverse stock split basis) were withheld by the Issuer on March 5, 2025 to satisfy tax withholding obligations relating to the vesting and settlement of RSUs. However, such shares were sold in a "sell to cover" transaction to cover such tax withholding obligations. This Form 4/A reports the correct Transaction Code applicable to such transaction.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

On March 5, 2025, the reporting person reported that 35,505 shares of Common Stock (approximately 1,775 shares on a post-reverse stock split basis) were withheld by the Issuer on March 3, 2025 to satisfy tax withholding obligations relating to the vesting and settlement of RSUs. However, 35,180 shares (approximately 1,759 shares on a post-reverse stock split basis) were sold in a "sell to cover" transaction to cover such tax withholding obligations. This Form 4/A reports the correct Transaction Code, number of shares sold and other information applicable to such transaction.

On March 18, 2025, the reporting person reported that 30,681 shares of Common Stock (approximately 1,535 shares on a post-reverse stock split basis) were withheld by the Issuer on March 5, 2025 to satisfy tax withholding obligations relating to the vesting and settlement of RSUs. However, such shares were sold in a "sell to cover" transaction to cover such tax withholding obligations. This Form 4/A reports the correct Transaction Code applicable to such transaction.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

On February 28, 2025, the reporting person reported that 22,896 shares of Common Stock (approximately 1,146 shares on a post-reverse stock split basis) were withheld by the Issuer to satisfy tax withholding obligations relating to the vesting and settlement of RSUs. However, such shares were sold in a "sell to cover" transaction to cover such tax withholding obligations. This Form 4/A reports the correct Transaction Code applicable to such transaction.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

On January 24, 2025, the reporting person reported that 24,375 and 22,459 shares of Common Stock (approximately 1,219 and 1,124 shares, respectively, on a post-reverse stock split basis) were withheld by the Issuer on January 22, 2025 and January 24, 2025, respectively, to satisfy tax withholding obligations relating to the vesting and settlement of RSUs. However, such shares were sold on such dates in multiple "sell to cover" transactions on such dates to cover such tax withholding obligations. This Form 4/A reports the correct Transaction Code and other information relating to such transactions.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

On January 24, 2025, the reporting person reported that 24,375 and 22,459 shares of Common Stock (approximately 1,219 and 1,124 shares, respectively, on a post-reverse stock split basis) were withheld by the Issuer on January 22, 2025 and January 24, 2025, respectively, to satisfy tax withholding obligations relating to the vesting and settlement of RSUs. However, such shares were sold on such dates in multiple "sell to cover" transactions on such dates to cover such tax withholding obligations. This Form 4/A reports the correct Transaction Code and other information relating to such transactions.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

On January 22, 2025, the reporting person reported that 93,859 shares of Common Stock (approximately 4,694 shares on a post-reverse stock split basis) were withheld by the Issuer to satisfy tax withholding obligations relating to the vesting and settlement of RSUs. However, such shares were sold in a "sell to cover" transaction to cover such tax withholding obligations. This Form 4/A reports the correct Transaction Code applicable to such transaction.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

On January 17, 2025, the reporting person reported that 115,185 shares of Common Stock (approximately 5,761 shares on a post-reverse stock split basis) were withheld by the Issuer to satisfy tax withholding obligations relating to the vesting and settlement of RSUs. However, such shares were sold in a "sell to cover" transaction to cover such tax withholding obligations. This Form 4/A reports the correct Transaction Code applicable to such transaction.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

On December 18, 2024, the reporting person reported that 85,564 and 92,483 shares of Common Stock (approximately 4,279 and 4,625 shares, respectively, on a post-reverse stock split basis) were withheld by the Issuer on December 6, 2024 and December 3, 2024, respectively, to satisfy tax withholding obligations relating to the vesting and settlement of RSUs. However, such shares were sold in multiple "sell to cover" transactions on December 10, 2024 and December 5, 2024 to cover such tax withholding obligations. This Form 4/A reports the correct Transaction Code and other information relating to such transactions.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

On December 18, 2024, the reporting person reported that 85,564 and 92,483 shares of Common Stock (approximately 4,279 and 4,625 shares, respectively, on a post-reverse stock split basis) were withheld by the Issuer on December 6, 2024 and December 3, 2024, respectively, to satisfy tax withholding obligations relating to the vesting and settlement of RSUs. However, such shares were sold in multiple "sell to cover" transactions on December 10, 2024 and December 5, 2024 to cover such tax withholding obligations. This Form 4/A reports the correct Transaction Code and other information relating to such transactions.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

Reflects a "sell to cover" transaction to cover tax withholding obligations relating to the vesting and settlement of RSUs previously granted to the reporting person.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

On November 21, 2024, the reporting person filed a Form 4/A that incorrectly reported the number of shares of Common Stock beneficially owned following the reported transactions. This Form 4/A corrects the holdings of the reporting person.

Reflects a "sell to cover" transaction to cover tax withholding obligations relating to the vesting and settlement of RSUs previously granted to the reporting person.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

On November 21, 2024, the reporting person filed a Form 4/A that incorrectly reported the number of shares of Common Stock beneficially owned following the reported transactions. This Form 4/A corrects the holdings of the reporting person.

Reflects a "sell to cover" transaction to cover tax withholding obligations relating to the vesting and settlement of RSUs previously granted to the reporting person.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

On November 21, 2024, the reporting person filed a Form 4/A that incorrectly reported the number of shares of Common Stock beneficially owned following the reported transactions. This Form 4/A corrects the holdings of the reporting person.

Reflects a "sell to cover" transaction to cover tax withholding obligations relating to the vesting and settlement of RSUs previously granted to the reporting person.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

On November 21, 2024, the reporting person filed a Form 4/A that incorrectly reported the number of shares of Common Stock beneficially owned following the reported transactions. This Form 4/A corrects the holdings of the reporting person.

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.2442 to $0.2905, inclusive.

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.2910 to $0.3029, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, 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 range set forth in footnotes (5) and (6) of this Form 4.

Reflects a "sell to cover" transaction to cover tax withholding obligations relating to the vesting and settlement of RSUs previously granted to the reporting person.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

On November 21, 2024, the reporting person filed a Form 4/A that incorrectly reported the number of shares of Common Stock beneficially owned following the reported transactions. This Form 4/A corrects the holdings of the reporting person.

The price reported in Column 4 is a weighted average price. These shares of Common Stock were sold in multiple transactions at prices ranging from $0.2811 to $0.3199, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price within the range set forth in this footnote (4).

On November 15, 2024, the reporting person reported that 824,922 shares of Common Stock (approximately 275 shares on a post-multiple-reverse stock split basis) were withheld by the Issuer to satisfy tax withholding obligations relating to the vesting and settlement of RSUs. However, such shares were sold in a "sell to cover" transaction to cover such tax withholding obligations. This Form 4/A reports the correct Transaction Code applicable to such transaction.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

Reflects a "sell to cover" transaction to cover the reporting person's tax withholding obligations in connection with the vesting and settlement of 34,936 restricted stock units previously granted to the reporting person and does not represent a discretionary sale by the reporting person.

In connection with a grant of employee stock options on February 23, 2024, as reported on the reporting person's Form 4 filed on April 19, 2024, the reporting person forfeited a total of approximately 66,256 restricted stock units and performance stock units. Furthermore, the reporting person's Form 4 filed on January 9, 2024 inadvertently reported the acquisition of shares of Class A common stock of the Issuer that had previously been reported as being beneficially owned by the reporting person under Table I of the reporting person's Form 3 filed on December 26, 2023.

On November 15, 2024, the reporting person reported that 824,922 shares of Common Stock (approximately 275 shares on a post-multiple-reverse stock split basis) were withheld by the Issuer to satisfy tax withholding obligations relating to the vesting and settlement of RSUs. However, such shares were sold in a "sell to cover" transaction to cover such tax withholding obligations. This Form 4/A reports the correct Transaction Code applicable to such transaction.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

Pursuant to the Agreement, the reporting person was granted 591,715 RSUs under the Nxu, Inc. Amended and Restated 2023 Omnibus Incentive Plan. Such RSUs will vest as follows: (1) 147,928 RSUs were consideration for services rendered for the quarter ending September 30, 2024 and were immediately vested, and (2) the remaining RSUs vest ratably at the end of each calendar quarter from December 31, 2024 until June 30, 2025, provided that the reporting person continues to serve on the Issuer's Board of Directors of on the applicable vesting date, and provided further that vesting of such RSUs will cease upon the closing of the transaction contemplated under the Merger Agreement.

Each RSU represents a contingent right to receive one share of Class A common stock of the Issuer.

The reporting person was granted 205,943 restricted stock units (RSUs) for services rendered as a director of the Issuer for the first and second calendar quarters of 2024 under the Board of Directors Agreement, dated 10/23/24 (Agreement). The number of RSUs granted was calculated by dividing $70,000 by the closing share price on August 14, 2024, which was $0.3399. The RSUs will be delivered in installments in such amounts as the Issuer determines may be delivered without jeopardizing its ability to continue as a going concern. Such RSUs will be delivered until the earlier of the date all the RSUs have been delivered or the date that is no later than 5 business days prior to the closing of the merger contemplated by the Agreement and Plan of Merger, dated as of 10/23/24 (Merger Agreement), among the Issuer, Verde Bioresins, Inc., NXU Merger Sub, Inc. and NXU Merger Sub, LLC. Any RSUs that have not been delivered as of such earlier date will be forfeited for no consideration.

Each RSU represents a contingent right to receive one share of Class A common stock of the Issuer.

Effective on December 27, 2023, the Issuer effected a 1-for-150 reverse stock split of its common stock (the "Reverse Stock Split"). The amount of securities reported on this Form 4 has been adjusted to reflect the Reverse Stock Split.

The reporting person was granted 2,666,469 RSUs (approximately 133,325 RSUs on a post-reverse stock split basis) under the Amendment to Employment Agreement, dated as of October 23, 2024, between the Issuer and the reporting person. The RSUs will be delivered in installments in such amounts as the Issuer determines may be delivered without jeopardizing its ability to continue as a going concern, and until the earlier of the date all the RSUs have been delivered or the date that is no later than 5 business days prior to the closing of the merger contemplated by a merger agreement, dated as of October 23, 2024, among the Issuer, Verde Bioresins, Inc. and the Issuer's merger subsidiaries. Any RSUs that have not been delivered as of such earlier date will be forfeited for no consideration.

Each RSU represents a contingent right to receive one share of Common Stock.

The Issuer effected a 1-for-150 reverse stock split on December 27, 2023, and subsequently effected a 1-for-20 reverse stock split on March 31, 2025. The number of shares reported in this Form 4/A reflects the number of shares after giving effect to the reverse stock splits, rounding up to the nearest whole share. As a result, the number of shares beneficially owned following a transaction as reported herein may not reflect the actual number of shares beneficially owned at the time of such transaction due to rounding.

The reporting person was granted 205,943 restricted stock units (RSUs) for services rendered as a director of the Issuer for the first and second calendar quarters of 2024 under the Board of Directors Agreement, dated 10/23/24 (Agreement). The number of RSUs granted was calculated by dividing $70,000 by the closing share price on August 14, 2024, which was $0.3399. The RSUs will be delivered in installments in such amounts as the Issuer determines may be delivered without jeopardizing its ability to continue as a going concern. Such RSUs will be delivered until the earlier of the date all the RSUs have been delivered or the date that is no later than 5 business days prior to the closing of the merger contemplated by the Agreement and Plan of Merger, dated as of 10/23/24 (Merger Agreement), among the Issuer, Verde Bioresins, Inc., NXU Merger Sub, Inc. and NXU Merger Sub, LLC. Any RSUs that have not been delivered as of such earlier date will be forfeited for no consideration.

Each RSU represents a contingent right to receive one share of Class A common stock of the Issuer.

Effective on December 27, 2023, the Issuer effected a 1-for-150 reverse stock split of its common stock (the "Reverse Stock Split"). The amount of securities reported on this Form 4 has been adjusted to reflect the Reverse Stock Split.