AAOI executive sells shares after large stock award

APPLIED OPTOELECTRONICS, INC. executive David C. Kuo reported a mix of share grant, tax withholding, and an open‑market sale.

Rhea-AI Filing Summary

APPLIED OPTOELECTRONICS, INC. executive David C. Kuo reported a mix of share grant, tax withholding, and an open‑market sale. On May 15, he acquired 156,583 shares of common stock at $0.00 per share as a grant earned from performance‑vesting restricted stock units covering the 2023–2026 period at maximum performance. To cover related tax obligations, 19,064 shares were disposed of on May 19 through shares withheld by the issuer. Also on May 19, he executed an open‑market sale of 19,227 shares at an average price of $173.26 per share. After the reported transactions, Kuo directly held 197,370 shares of AAOI common stock.

Insider Trade Summary

Net Seller: 19,227 shares

Net Sell 3 txns

Insider Kuo David C

Role *** See Remarks

Sold 19,227 shs ($3.33M)

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock, $.001 par value	19,064	$190.36	$3.63M
Sale	Common Stock, $.001 par value	19,227	$173.26	$3.33M
Grant/Award	Common Stock, $.001 par value	156,583	$0.00	$0.00

Holdings After Transaction: Common Stock, $.001 par value — 197,370 shares (Direct)

Footnotes (2)

1. F1. Consists of shares earned in settlement of performance vesting restricted stock units for the 2023-2026 performance period that were earned and settled with respect to maximum performance.
2. F2. Consists of shares withheld to satisfy applicable tax withholding obligations.

Key Figures

Open-market sale: 19,227 shares at $173.26 Tax-withholding shares: 19,064 shares at $190.36 Performance share grant: 156,583 shares at $0.00 +2 more

5 metrics

Open-market sale 19,227 shares at $173.26 Common Stock sale on May 19, 2026

Tax-withholding shares 19,064 shares at $190.36 Shares withheld for tax obligations on May 19, 2026

Performance share grant 156,583 shares at $0.00 Grant/award acquisition on May 15, 2026

Post-sale holdings 197,370 shares Shares directly held after May 19, 2026 sale

Holdings after grant 235,661 shares Direct ownership after performance grant on May 15, 2026

Key Terms

performance vesting restricted stock units, tax-withholding disposition, open-market sale, grant, award, or other acquisition

4 terms

performance vesting restricted stock units financial

"Consists of shares earned in settlement of performance vesting restricted stock units for the 2023-2026 performance period..."

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.

open-market sale financial

"transaction_action: "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

grant, award, or other acquisition financial

"transaction_code_description: "Grant, award, or other acquisition""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did AAOI executive David C. Kuo report on this Form 4?

David C. Kuo reported a grant of 156,583 AAOI shares, tax‑withholding of 19,064 shares, and an open‑market sale of 19,227 shares. These transactions reflect performance‑based equity compensation, related tax settlement, and a separate sale of common stock.

How many AAOI shares did David C. Kuo sell in the open market?

Kuo sold 19,227 shares of AAOI common stock in an open‑market transaction. The reported average price was $173.26 per share, representing a discretionary disposition separate from the tax‑withholding shares associated with his performance‑based award.

What performance award did David C. Kuo receive from Applied Optoelectronics (AAOI)?

Kuo received 156,583 shares of AAOI common stock as a grant. Footnotes state these shares settled performance‑vesting restricted stock units for the 2023–2026 period, earned and settled at maximum performance, highlighting achievement of the plan’s top performance targets.

Why were some of David C. Kuo’s AAOI shares disposed of for tax withholding?

The Form 4 shows 19,064 AAOI shares disposed of as a tax‑withholding transaction. Footnotes explain these shares were withheld to satisfy applicable tax obligations tied to his performance‑based share vesting, not sold in an open‑market trade.

How many AAOI shares does David C. Kuo hold after these transactions?

Following the reported transactions, Kuo directly held 197,370 shares of AAOI common stock. This post‑transaction balance reflects the net effect of his performance award grant, share withholding for taxes, and the open‑market sale disclosed.

What were the prices involved in David C. Kuo’s AAOI Form 4 transactions?

The performance grant to Kuo is reported at $0.00 per share, reflecting a compensatory award. The tax‑withholding disposition used a price of $190.36 per share, while his open‑market sale occurred at an average price of $173.26 per AAOI share.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 05/19/2026 - 07:04 PM Learn about SEC filing dates

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^*

Kuo David C

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

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, $.001 par value	05/15/2026		A		156,583(1)	A	$0.00	235,661	D
Common Stock, $.001 par value	05/19/2026		F		19,064(2)	D	$190.36	216,597	D
Common Stock, $.001 par value	05/19/2026		S		19,227	D	$173.26	197,370	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. Consists of shares earned in settlement of performance vesting restricted stock units for the 2023-2026 performance period that were earned and settled with respect to maximum performance.

2. Consists of shares withheld to satisfy applicable tax withholding obligations.

Remarks:

***Senior Vice President and Chief Legal Officer

	/s/ David C. Kuo	05/19/2026
	** 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)