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Applied Optoelectronics (AAOI) CEO surrenders 15,640 shares for tax withholding

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Applied Optoelectronics, Inc. President and CEO Thompson Lin reported four Form 4 transactions, surrendering a total of 15,640 shares of common stock at $119.26 per share to the company to satisfy tax-withholding obligations upon vesting of prior restricted stock unit awards. An additional entry shows 807,602 shares indirectly held through the Thompson Lin Family Trust for the benefit of his heirs; he disclaims beneficial ownership of these shares except to the extent of his voting power.

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Insider Lin Chih-Hsiang (Thompson)
Role President and CEO
Type Security Shares Price Value
Tax Withholding Common Stock, $.001 par value F1 8,753 $119.26 $1.04M
Tax Withholding Common Stock, $.001 par value F2 2,332 $119.26 $278K
Tax Withholding Common Stock, $.001 par value F3 2,524 $119.26 $301K
Tax Withholding Common Stock, $.001 par value F4 2,031 $119.26 $242K
holding Common Stock, $.001 par value F5 -- -- --
Holdings After Transaction: Common Stock, $.001 par value — 1,286,796 shares (Direct); Common Stock, $.001 par value — 807,602 shares (Indirect, By Thompson Lin Family Trust)
Footnotes (5)
  1. F1. 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. F2. 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. F3. 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. F4. Reflects shares surrendered to the Issuer to satisfy tax-withholding obligations upon the vesting of restricted stock unit award granted on February 9, 2026
  5. F5. The securities indirectly held in the Family Trust through the ownership of interests in the LLC are for the benefit of the reporting person's heirs. The reporting person is the settlor of the irrevocable Family Trust, where The Bryn Mawr Trust Company of Delaware serves as trustee which may be replaced at the discretion of the reporting person. The reporting person disclaims beneficial ownership of these securities except to the extent of his voting power therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
Tax-withholding shares (F1) 8,753 shares Shares surrendered for taxes on RSU award granted June 26, 2023
Tax-withholding shares (F2) 2,332 shares Shares surrendered for taxes on RSU award granted April 29, 2024
Tax-withholding shares (F3) 2,524 shares Shares surrendered for taxes on RSU award granted April 11, 2025
Tax-withholding shares (F4) 2,031 shares Shares surrendered for taxes on RSU award granted February 9, 2026
Total tax-withholding dispositions 15,640 shares Aggregate shares surrendered across four F-code transactions
Price per share $119.26 Per-share value used for the reported tax-withholding share surrenders
Indirect Family Trust holdings 807,602 shares Common stock indirectly held through the Thompson Lin Family Trust
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.
tax-withholding obligations financial
"shares surrendered to the Issuer to satisfy tax-withholding obligations upon the vesting"
irrevocable Family Trust financial
"The reporting person is the settlor of the irrevocable Family Trust, where The Bryn"
beneficial ownership financial
"The reporting person disclaims beneficial ownership of these securities except"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
voting power financial
"disclaims beneficial ownership of these securities except to the extent of his voting power"
Voting power is the ability shareholders have to influence a company's major decisions—like electing the board, approving mergers, or changing corporate rules—based on the voting rights attached to the shares they hold. For investors it matters because greater voting power is like holding more keys to a building: it gives you a stronger say over management choices and the company’s strategy, which can affect future value and risk.

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

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FAQ

What did AAOI CEO Thompson Lin report in this Form 4?
Thompson Lin reported four tax-withholding dispositions totaling 15,640 shares of Applied Optoelectronics common stock at $119.26 per share, all surrendered to the issuer to cover tax obligations on vested restricted stock unit awards.

Were the AAOI Form 4 transactions open-market sales by the CEO?
No. The Form 4 states the 15,640 shares were surrendered to the issuer to satisfy tax-withholding obligations upon vesting of restricted stock units, rather than discretionary open-market sales to third-party buyers.

How many Applied Optoelectronics shares are indirectly held by Lin’s Family Trust (AAOI)?
The filing lists 807,602 shares of Applied Optoelectronics common stock indirectly held through the Thompson Lin Family Trust, for the benefit of his heirs, with the Bryn Mawr Trust Company of Delaware serving as trustee.

Does Thompson Lin claim full beneficial ownership of the AAOI Family Trust shares?
No. He disclaims beneficial ownership of the Family Trust’s 807,602 shares except to the extent of his voting power, and the report states inclusion of these shares is not an admission of beneficial ownership for Section 16 or other purposes.

Were the AAOI CEO’s Form 4 transactions under a Rule 10b5-1 trading plan?
According to the Form 4 metadata, the Rule 10b5-1 checkbox is not marked as true, and the footnotes describe the transactions solely as share surrenders to pay tax-withholding obligations on vested restricted stock unit awards.

Which restricted stock unit grants led to the AAOI CEO’s tax-withholding share surrenders?
The tax-withholding dispositions relate to RSU awards granted on June 26, 2023, April 29, 2024, April 11, 2025, and February 9, 2026, each vesting and triggering share surrenders to Applied Optoelectronics for tax obligations.
SEC Form 4
FORM 4UNITED 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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President and CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/22/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock, $.001 par value07/22/2026F8,753(1)D$119.261,293,683D
Common Stock, $.001 par value07/22/2026F2,332(2)D$119.261,291,351D
Common Stock, $.001 par value07/22/2026F2,524(3)D$119.261,288,827D
Common Stock, $.001 par value07/22/2026F2,031(4)D$119.261,286,796D
Common Stock, $.001 par value807,602IBy Thompson Lin Family Trust(5)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
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
5. The securities indirectly held in the Family Trust through the ownership of interests in the LLC are for the benefit of the reporting person's heirs. The reporting person is the settlor of the irrevocable Family Trust, where The Bryn Mawr Trust Company of Delaware serves as trustee which may be replaced at the discretion of the reporting person. The reporting person disclaims beneficial ownership of these securities except to the extent of his voting power therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
/s/ David C. Kuo, attorney in fact for Chih-Hsiang (Thompson) Lin07/23/2026
** Signature of Reporting PersonDate
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