Axcelis VP has 184 shares withheld for taxes

Axcelis Technologies VP Corporate Controller Todd Sutton reported a routine tax-withholding event related to restricted stock units.

Accepted by SEC EDGAR 05/20/2026 - 05:05 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Axcelis Technologies VP Corporate Controller Todd Sutton reported a routine tax-withholding event related to restricted stock units. On May 18, 2026, 184 shares of common stock were forfeited to cover taxes from RSUs that vested on May 16, 2026 at a price of $146.24 per share. After this event, Sutton held 8,360 shares directly, including 4,582 shares issuable upon future vesting of restricted stock units under the 2012 Equity Incentive Plan.

Insider Trade Summary

Exercise Price or Tax Liability: 184 shares

Exercise Price or Tax Liability 1 txn

Insider Sutton Todd

Role VP Corporate Controller

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	184	$146.24	$27K

Holdings After Transaction: Common Stock — 8,360 shares (Direct)

Footnotes (3)

1. F1. This forfeiture of shares for tax withholding purposes relates to the vesting on May 16, 2026 of service vesting restricted stock units granted to the reporting person in May 2022. The shares issued to the reporting person on the vesting were reduced by a number of shares having a value equal to the reporting person's tax withholding obligation with respect to the vested restricted stock units.
2. F2. Represents the closing price of the common stock on the date of the tax withholding.
3. F3. Of the shares held after this vesting event on May 16, 2026, 4,582 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

Tax-withholding shares: 184 shares Tax-withholding price: $146.24 per share Shares held after event: 8,360 shares +1 more

4 metrics

Tax-withholding shares 184 shares Common stock forfeited for tax withholding on May 18, 2026

Tax-withholding price $146.24 per share Closing price used for tax-withholding calculation

Shares held after event 8,360 shares Direct common stock holdings following tax-withholding disposition

Unvested RSU-related shares 4,582 shares Issuable on future vesting of RSUs under 2012 Equity Incentive Plan

Key Terms

restricted stock units, tax withholding, 2012 Equity Incentive Plan, forfeiture

4 terms

restricted stock units financial

"relates to the vesting on May 16, 2026 of service vesting restricted stock units granted"

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.

tax withholding financial

"forfeiture of shares for tax withholding purposes relates to the vesting"

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.

2012 Equity Incentive Plan financial

"restricted stock units granted to the reporting person under the 2012 Equity Incentive Plan"

forfeiture financial

"This forfeiture of shares for tax withholding purposes relates to the vesting"

FAQ

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

What insider transaction did Axcelis (ACLS) report for Todd Sutton?

Todd Sutton had 184 Axcelis common shares forfeited to cover tax withholding on vested restricted stock units. This Form 4 shows a compensation-related, non-market tax event, not an open-market purchase or sale, tied to RSUs granted in May 2022 that vested in May 2026.

Was the Axcelis (ACLS) Form 4 transaction a stock sale by Todd Sutton?

No, the Form 4 reports shares withheld for tax obligations, not an open-market sale. The 184 shares were forfeited to satisfy Sutton’s tax liability when his restricted stock units vested, a common administrative mechanism rather than a discretionary decision to sell shares in the market.

At what price were Todd Sutton’s Axcelis (ACLS) shares valued for tax withholding?

The 184 shares withheld for taxes were valued at $146.24 per share, the closing price of Axcelis common stock on the tax-withholding date. This price was used to determine how many shares were needed to cover Sutton’s withholding obligation on the vested restricted stock units.

How many Axcelis (ACLS) shares does Todd Sutton hold after this Form 4 event?

Following the tax-withholding forfeiture, Sutton directly holds 8,360 Axcelis common shares. Of this total, 4,582 shares are tied to restricted stock units that will be issued upon future vesting and remain subject to forfeiture under the company’s 2012 Equity Incentive Plan.

What triggered the tax-withholding event for Axcelis (ACLS) VP Todd Sutton?

The tax-withholding event was triggered by the vesting of service-based restricted stock units granted in May 2022. When those RSUs vested on May 16, 2026, Axcelis reduced the shares delivered to Sutton by 184 shares to satisfy his tax withholding obligation.

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

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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^*

Sutton Todd

(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)
	VP Corporate Controller

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/18/2026

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	05/18/2026		F		184	D(1)	$146.24(2)	8,360(3)	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. This forfeiture of shares for tax withholding purposes relates to the vesting on May 16, 2026 of service vesting restricted stock units granted to the reporting person in May 2022. The shares issued to the reporting person on the vesting were reduced by a number of shares having a value equal to the reporting person's tax withholding obligation with respect to the vested restricted stock units.

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

3. Of the shares held after this vesting event on May 16, 2026, 4,582 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, Attorney-in-Fact	05/20/2026
	** 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)