Applied Optoelectronics (NASDAQ: AAOI) CEO surrenders RSU shares for tax obligations

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

APPLIED OPTOELECTRONICS, INC. President and CEO Chih-Hsiang (Thompson) Lin reported several compensation-related share dispositions tied to tax withholding, not open-market trading. On April 22, 2026, a total of 16,672 shares of common stock were surrendered back to the company at $150.57 per share to satisfy tax-withholding obligations upon the vesting of four restricted stock unit awards granted between June 26, 2023 and February 9, 2026. After these transactions, Lin continues to hold approximately 1,695,946 shares of common stock directly.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Lin Chih-Hsiang (Thompson)

Role President and CEO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock, $.001 par value	9,331	$150.57	$1.40M
Tax Withholding	Common Stock, $.001 par value	2,486	$150.57	$374K
Tax Withholding	Common Stock, $.001 par value	2,690	$150.57	$405K
Tax Withholding	Common Stock, $.001 par value	2,165	$150.57	$326K

Holdings After Transaction: Common Stock, $.001 par value — 1,695,946 shares (Direct, null)

Footnotes (1)

Reflects shares surrendered to the Issuer to satisfy tax-withholding obligations upon the vesting of restricted stock unit award granted on June 26, 2023. Reflects shares surrendered to the Issuer to satisfy tax-withholding obligations upon the vesting of restricted stock unit award granted on April 29, 2024. Reflects shares surrendered to the Issuer to satisfy tax-withholding obligations upon the vesting of restricted stock unit award granted on April 11, 2025. Reflects shares surrendered to the Issuer to satisfy tax-withholding obligations upon the vesting of restricted stock unit award granted on February 9, 2026.

Key Figures

Tax-withholding shares (entry 1): 2,165 shares Tax-withholding shares (entry 2): 2,690 shares Tax-withholding shares (entry 3): 2,486 shares +4 more

7 metrics

Tax-withholding shares (entry 1) 2,165 shares Code F disposition on April 22, 2026

Tax-withholding shares (entry 2) 2,690 shares Code F disposition on April 22, 2026

Tax-withholding shares (entry 3) 2,486 shares Code F disposition on April 22, 2026

Tax-withholding shares (entry 4) 9,331 shares Code F disposition on April 22, 2026

Total tax-withholding shares 16,672 shares Sum of four F-code entries

Per-share value $150.57 per share Reported price for all F-code dispositions

Shares held after transactions 1,695,946 shares Direct holdings after April 22, 2026 entries

Key Terms

tax-withholding obligations, restricted stock unit award, Form 4, Common Stock, $.001 par value, +1 more

5 terms

tax-withholding obligations financial

"Reflects shares surrendered to the Issuer to satisfy tax-withholding obligations upon the vesting"

restricted stock unit award financial

"upon the vesting of restricted stock unit award granted on June 26, 2023"

A restricted stock unit award is a promise by a company to give an employee a specified number of company shares at a future date if certain conditions are met, such as staying with the company or hitting performance goals. For investors, these awards matter because they can increase the total number of shares outstanding when converted, diluting existing holders, and they align employees’ incentives with shareholders’ interests much like giving a rising bonus that becomes real only after conditions are satisfied.

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Common Stock, $.001 par value financial

"security_title": "Common Stock, $.001 par value""

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 Insider Transactions: What Each Field Means →

04/24/2026 - 04:02 PM

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).

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^*

Lin Chih-Hsiang (Thompson)

(Last)

(First)

(Middle)

C/O APPLIED OPTOELECTRONICS, INC.

13139 JESS PIRTLE BLVD.

(Street)

SUGAR LAND

TEXAS

77478

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
APPLIED OPTOELECTRONICS, INC. [ AAOI ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/22/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, $.001 par value	04/22/2026		F		9,331⁽¹⁾	D	$150.57	1,695,946	D
Common Stock, $.001 par value	04/22/2026		F		2,486⁽²⁾	D	$150.57	1,693,460	D
Common Stock, $.001 par value	04/22/2026		F		2,690⁽³⁾	D	$150.57	1,690,770	D
Common Stock, $.001 par value	04/22/2026		F		2,165⁽⁴⁾	D	$150.57	1,688,605	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Reflects shares surrendered to the Issuer to satisfy tax-withholding obligations upon the vesting of restricted stock unit award granted on June 26, 2023.

2. Reflects shares surrendered to the Issuer to satisfy tax-withholding obligations upon the vesting of restricted stock unit award granted on April 29, 2024.

3. Reflects shares surrendered to the Issuer to satisfy tax-withholding obligations upon the vesting of restricted stock unit award granted on April 11, 2025.

4. Reflects shares surrendered to the Issuer to satisfy tax-withholding obligations upon the vesting of restricted stock unit award granted on February 9, 2026.

	/s/ David C. Kuo, attorney in fact for Chih-Hsiang (Thompson) Lin	04/24/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did AAOI CEO Chih-Hsiang (Thompson) Lin report in this Form 4?

Lin reported that shares of Applied Optoelectronics common stock were surrendered back to the company to cover tax-withholding obligations arising from vested restricted stock units, rather than being sold in the open market. These transactions are compensation-related, not discretionary trading activity.

How many AAOI shares were withheld for taxes from the CEO’s RSU vesting?

A total of 16,672 Applied Optoelectronics common shares were surrendered to the issuer for tax-withholding obligations. The amounts came from four separate entries of 2,165, 2,690, 2,486, and 9,331 shares, each tied to vesting restricted stock unit awards.

At what price were the AAOI tax-withholding shares valued in the filing?

Each surrendered Applied Optoelectronics share is reported at a price of $150.57. This per-share figure is used in the Form 4 entries for all four tax-withholding transactions that satisfied the CEO’s obligations upon RSU vesting on April 22, 2026.

Does this AAOI Form 4 indicate open-market selling by the CEO?

The filing does not show open-market sales. Instead, all reported transactions carry code F and are described as shares surrendered to Applied Optoelectronics to satisfy tax-withholding obligations associated with the vesting of restricted stock unit awards granted in prior years.

How many AAOI shares does the CEO hold after these tax-withholding transactions?

Following the reported tax-withholding dispositions, Chih-Hsiang (Thompson) Lin directly holds 1,695,946 shares of Applied Optoelectronics common stock. This post-transaction figure reflects his remaining equity position after the surrendered RSU-related shares on April 22, 2026.

Which AAOI RSU grant dates are referenced in the CEO’s tax-withholding entries?

The footnotes state that the withheld shares relate to RSU awards originally granted on June 26, 2023, April 29, 2024, April 11, 2025, and February 9, 2026. Each award’s vesting triggered share surrenders to Applied Optoelectronics for tax obligations.