Axcelis EVP granted RSUs, shares withheld for tax

Axcelis Technologies EVP and General Counsel Eileen Evans reported compensation-related equity activity.

Rhea-AI Filing Summary

Axcelis Technologies EVP and General Counsel Eileen Evans reported compensation-related equity activity. On May 15, 2026, she received two awards of restricted stock units covering a total of 7,786 shares of common stock under the 2012 Equity Incentive Plan, including a performance-based grant that can pay out from zero to 200% of granted units based on relative total shareholder return for 2026–2028. On the same date, 867 shares were withheld at $155.18 per share to cover tax obligations on previously granted restricted stock units that vested, a non-market tax-withholding disposition rather than an open-market sale.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Evans Eileen

Role EVP, General Counsel and Sec'y

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	3,893	$0.00	$0.00
Grant/Award	Common Stock	3,893	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	867	$155.18	$135K

Holdings After Transaction: Common Stock — 32,221 shares (Direct)

Footnotes (7)

1. F1. These shares are issuable on vesting of restricted stock units granted under the Company's 2012 Equity Incentive Plan on May 15, 2026. Assuming continuation of employment, these restricted stock units will vest as to one-third of the shares granted on each of May 15, 2027, May 15, 2028, and May 15, 2029.
2. F2. Of the shares held following this grant on May 15, 2026, 27,723 were issuable on vesting of restricted stock units granted to the executive under the 2012 Equity Incentive Plan and are subject to forfeiture. This amount includes restricted stock units earned by the reporting person upon the achievement of 112.5% of the restricted stock units granted in 2025 based upon the achievement of 2025 performance goals.
3. F3. These shares are issuable on vesting of restricted stock units granted under the Company's 2012 Equity Incentive Plan on May 15, 2026. In this grant, the executive may earn shares of common stock, ranging from zero to 200% of the granted units. The shares are earned based on the achievement of performance goals based on relative total shareholder return over a performance period of January 1, 2026 to December 31, 2028. Assuming continuation of employment, 100% of the earned shares will vest on measurement of performance in 2029. Unearned restricted stock units will forfeit at such time.
4. F4. Of the shares held after this grant on May 15, 2026, 31,616 shares were issuable on vesting of restricted stock units granted to the executive under the 2012 Equity Incentive Plan and are subject to forfeiture.
5. F5. This forfeiture of shares for tax withholding purposes relates to the vesting on May 15, 2026 of service vesting restricted stock units granted to the executive in May 2025. The shares issued to the executive on the vesting were reduced by a number of shares having a value equal to the executive's tax withholding obligation with respect to the vested restricted stock units.
6. F6. Represents the closing price of the common stock on the date of the tax withholding.
7. F7. Of the shares held after this vesting event on May 15, 2026, 29,823 were issuable on vesting of restricted stock units granted to the reporting person under the 2012 Equity Incentive Plan and are subject to forfeiture.

Key Figures

RSU awards: 7,786 shares Single RSU grant size: 3,893 shares Tax-withholding shares: 867 shares +1 more

4 metrics

RSU awards 7,786 shares Total restricted stock units granted on May 15, 2026

Single RSU grant size 3,893 shares Each of two RSU grants of common stock

Tax-withholding shares 867 shares Shares forfeited to cover tax on RSU vesting

Tax-withholding price $155.18 per share Closing price used to value tax-withheld shares

Key Terms

restricted stock units, 2012 Equity Incentive Plan, relative total shareholder return, tax withholding

4 terms

restricted stock units financial

"These shares are issuable on vesting of restricted stock units granted under the Company's 2012 Equity Incentive Plan"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

2012 Equity Incentive Plan financial

"granted under the Company's 2012 Equity Incentive Plan on May 15, 2026"

relative total shareholder return financial

"based on the achievement of performance goals based on relative total shareholder return over a performance period"

Relative total shareholder return measures how much an investor’s gain from a company — including stock price changes and dividends — beats or lags a chosen benchmark or peer group over a set time. Think of it as a race: it shows whether the company outpaced rivals or the market, which helps investors and boards judge performance, compare returns fairly, and link results to pay or investment decisions.

tax withholding financial

"forfeiture of shares for tax withholding purposes relates to the vesting on May 15, 2026"

Tax withholding is the practice of taking a portion of a payment—such as wages, dividends, or sale proceeds—before it reaches the recipient and sending that portion to the tax authority as an advance on the recipient’s eventual tax bill. For investors it matters because withholding reduces immediate cash received and affects after‑tax returns, estimated tax payments, and whether you may owe more or receive a refund when taxes are finally calculated, like having a small automatic savings set aside for your tax bill.

FAQ

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

What equity awards did Axcelis (ACLS) EVP Eileen Evans receive?

Eileen Evans received two restricted stock unit awards totaling 7,786 shares of Axcelis common stock. The units were granted under the 2012 Equity Incentive Plan on May 15, 2026 as part of her executive compensation package, subject to future vesting conditions and potential forfeiture.

How is performance measured for Eileen Evans’ Axcelis (ACLS) RSU grant?

One 2026 RSU grant can pay out from zero to 200% of granted units. Payout depends on achieving performance goals tied to relative total shareholder return from January 1, 2026 through December 31, 2028, with earned shares vesting after performance is measured in 2029.

Were any Axcelis (ACLS) shares sold by Eileen Evans in this Form 4?

The Form 4 reports 867 shares withheld for taxes, not an open-market sale. Those shares were forfeited to satisfy tax withholding on restricted stock units that vested on May 15, 2026, using the closing stock price to determine the value of the tax obligation.

What does the tax-withholding transaction mean in the Axcelis (ACLS) Form 4?

The tax-withholding entry reflects 867 shares surrendered at $155.18 per share. This reduced the shares delivered on vesting of earlier restricted stock units by an amount equal to Eileen Evans’ tax liability, a routine mechanism that does not represent a discretionary market sale of stock.

Under which plan were Eileen Evans’ Axcelis (ACLS) RSUs granted?

All the restricted stock units disclosed were granted under Axcelis Technologies’ 2012 Equity Incentive Plan. The plan provides for service-based vesting over three years and performance-based vesting tied to relative total shareholder return, with unearned or unvested units subject to potential forfeiture.

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 - 05:05 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^*

Evans Eileen

(Last) (First) (Middle)

108 CHERRY HILL DRIVE

(Street)

BEVERLY MASSACHUSETTS 01915

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
AXCELIS TECHNOLOGIES INC [ ACLS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, General Counsel and Sec'y

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	05/15/2026		A		3,893	A	$0(1)	29,195(2)	D
Common Stock	05/15/2026		A		3,893	A	$0(3)	33,088(4)	D
Common Stock	05/15/2026		F		867	D(5)	$155.18(6)	32,221(7)	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. These shares are issuable on vesting of restricted stock units granted under the Company's 2012 Equity Incentive Plan on May 15, 2026. Assuming continuation of employment, these restricted stock units will vest as to one-third of the shares granted on each of May 15, 2027, May 15, 2028, and May 15, 2029.

2. Of the shares held following this grant on May 15, 2026, 27,723 were issuable on vesting of restricted stock units granted to the executive under the 2012 Equity Incentive Plan and are subject to forfeiture. This amount includes restricted stock units earned by the reporting person upon the achievement of 112.5% of the restricted stock units granted in 2025 based upon the achievement of 2025 performance goals.

3. These shares are issuable on vesting of restricted stock units granted under the Company's 2012 Equity Incentive Plan on May 15, 2026. In this grant, the executive may earn shares of common stock, ranging from zero to 200% of the granted units. The shares are earned based on the achievement of performance goals based on relative total shareholder return over a performance period of January 1, 2026 to December 31, 2028. Assuming continuation of employment, 100% of the earned shares will vest on measurement of performance in 2029. Unearned restricted stock units will forfeit at such time.

4. Of the shares held after this grant on May 15, 2026, 31,616 shares were issuable on vesting of restricted stock units granted to the executive under the 2012 Equity Incentive Plan and are subject to forfeiture.

5. This forfeiture of shares for tax withholding purposes relates to the vesting on May 15, 2026 of service vesting restricted stock units granted to the executive in May 2025. The shares issued to the executive on the vesting were reduced by a number of shares having a value equal to the executive's tax withholding obligation with respect to the vested restricted stock units.

6. Represents the closing price of the common stock on the date of the tax withholding.

7. Of the shares held after this vesting event on May 15, 2026, 29,823 were issuable on vesting of restricted stock units granted to the reporting person under the 2012 Equity Incentive Plan and are subject to forfeiture.

	/s/ Eileen J. Evans	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)