Applied Optoelectronics (NASDAQ: AAOI) CFO logs tax share surrenders

Rhea-AI Filing Summary

Applied Optoelectronics, Inc.’s Chief Financial Officer, Stefan J. Murry, reported several administrative share transactions related to equity compensation. On January 22, 2026, he surrendered 2,049, 3,267, 747, and 1,087 shares of common stock at $38.38 per share to the company to satisfy tax‑withholding obligations upon the vesting of previously granted restricted stock units from awards dated June 27, 2022, June 26, 2023, April 29, 2024, and April 11, 2025. After these withholdings, he directly beneficially owned 275,821 shares of Applied Optoelectronics common stock.

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

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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^*

Murry Stefan J.

(Last) (First) (Middle)

C/O APPLIED OPTOELECTRONICS, INC.

13139 JESS PIRTLE BLVD.

(Street)

SUGAR LAND TX 77478

(City) (State) (Zip)

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)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/22/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	01/22/2026		F		2,049(1)	D	$38.38	280,922	D
Common Stock, $.001 par value	01/22/2026		F		3,267(2)	D	$38.38	277,655	D
Common Stock, $.001 par value	01/22/2026		F		747(3)	D	$38.38	276,908	D
Common Stock, $.001 par value	01/22/2026		F		1,087(4)	D	$38.38	275,821	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. Reflects shares surrendered to the Issuer to satisfy tax-withholding obligations upon the vesting of restricted stock unit award granted on June 27, 2022.

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

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

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

	/s/ David C. Kuo, attorney in fact for Stefan J. Murry	01/26/2026
	** 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).
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FAQ

What insider activity did AAOI report for its CFO on this Form 4?

The Form 4 shows that Chief Financial Officer Stefan J. Murry surrendered multiple blocks of Applied Optoelectronics common stock to the company on January 22, 2026 to cover tax‑withholding obligations tied to restricted stock unit vesting.

How many AAOI shares did the CFO surrender for tax withholding?

Stefan J. Murry surrendered 2,049, 3,267, 747, and 1,087 shares of Applied Optoelectronics common stock, each transaction reported with a price of $38.38 per share.

Why were AAOI shares surrendered by the CFO in these transactions?

Each transaction footnote states that the shares “reflect shares surrendered to the Issuer to satisfy tax‑withholding obligations” upon vesting of restricted stock unit awards granted on June 27, 2022, June 26, 2023, April 29, 2024, and April 11, 2025.

What is the remaining AAOI share ownership of the CFO after these transactions?

Following the reported tax‑withholding surrenders, Stefan J. Murry directly beneficially owned 275,821 shares of Applied Optoelectronics common stock.

What transaction code is used for the AAOI CFO’s Form 4 entries?

All reported transactions use code “F”, indicating shares were withheld or surrendered to the issuer to pay taxes associated with an equity award, rather than open‑market purchases or sales.

Are the AAOI CFO’s shares held directly or indirectly after these transactions?

The Form 4 lists the 275,821 shares as held with ownership form “D”, meaning they are directly owned by Stefan J. Murry.