AAOI legal chief David Kuo surrenders shares for RSU taxes

Rhea-AI Filing Summary

Applied Optoelectronics senior vice president and chief legal officer David C. Kuo reported several share transactions tied to restricted stock units that vested on January 22, 2026. In four separate entries coded "F," he surrendered blocks of common stock at $38.38 per share back to the company to cover tax-withholding obligations on prior RSU grants from 2022, 2023, 2024, and 2025. These are withholding-related share surrenders, not open-market sales. After the final transaction, he directly beneficially owned 126,636 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^*

Kuo David C

(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)
	*** See Remarks

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		1,172(1)	D	$38.38	129,776	D
Common Stock, $.001 par value	01/22/2026		F		2,054(2)	D	$38.38	127,722	D
Common Stock, $.001 par value	01/22/2026		F		519(3)	D	$38.38	127,203	D
Common Stock, $.001 par value	01/22/2026		F		567(4)	D	$38.38	126,636	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.

Remarks:

*** Senior Vice President and Chief Legal Officer

	/s/ David C. Kuo	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).
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.

FAQ

What did AAOI executive David C. Kuo report in this Form 4?

David C. Kuo, a senior vice president and chief legal officer of Applied Optoelectronics (AAOI), reported several transactions in which shares of common stock were surrendered to the company on January 22, 2026 in connection with vested restricted stock units.

Were the AAOI share transactions open-market sales by David C. Kuo?

No. The footnotes state that each transaction reflects shares surrendered to the issuer to satisfy tax-withholding obligations upon the vesting of restricted stock unit awards granted in June 2022, June 2023, April 2024, and April 2025.

At what price were the AAOI shares surrendered for tax withholding?

Each reported transaction involved Applied Optoelectronics common stock surrendered at a price of $38.38 per share in connection with tax withholding.

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

After the final tax-withholding surrender on January 22, 2026, David C. Kuo directly beneficially owned 126,636 shares of Applied Optoelectronics common stock.

What role does David C. Kuo hold at Applied Optoelectronics (AAOI)?

The remarks identify David C. Kuo as Senior Vice President and Chief Legal Officer of Applied Optoelectronics, Inc.

What do the transaction code "F" entries mean in this AAOI Form 4?

The transactions are coded "F", which in this context corresponds to shares withheld or surrendered to satisfy tax-withholding obligations related to vesting restricted stock units, rather than discretionary market trades.