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Axcelis (ACLS) interim CFO awarded RSUs while shares withheld for taxes

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(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Axcelis Technologies SVP and Interim CFO David Ryzhik reported routine equity compensation activity. He received a grant of 3,115 shares of common stock in the form of restricted stock units under the company’s 2012 Equity Incentive Plan, with vesting scheduled in three equal installments on May 15, 2027, May 15, 2028, and May 15, 2029.

On the same date, 226 shares were withheld to cover tax obligations tied to the vesting of restricted stock units granted in May 2025, a non‑market tax-withholding disposition rather than an open‑market sale. After these transactions, he directly held 10,257 shares of common stock, including 8,695 shares issuable upon future vesting of restricted stock units that remain subject to forfeiture.

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Insider Ryzhik David
Role SVP Interim CFO
Type Security Shares Price Value
Grant/Award Common Stock 3,115 $0.00 --
Tax Withholding Common Stock 226 $155.18 $35K
Holdings After Transaction: Common Stock — 10,257 shares (Direct)
Footnotes (1)
  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. Of the shares held following this grant on May 15, 2026, 9,464 were issuable on vesting of restricted stock units granted to the executive under the 2012 Equity Incentive Plan and are subject to forfeiture. 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. Represents the closing price of the common stock on the date of the tax withholding. Of the shares held after this vesting event on May 15, 2026, 8,695 were issuable on vesting of restricted stock units granted to the reporting person under the 2012 Equity Incentive Plan and are subject to forfeiture.
RSU grant 3,115 shares Restricted stock units granted May 15, 2026
Tax withholding shares 226 shares Shares forfeited for tax withholding on May 15, 2026
Post-transaction holdings 10,257 shares Common stock held directly after reported transactions
Unvested RSUs after event 8,695 shares Issuable on vesting after May 15, 2026 event
Prior unvested RSUs at grant 9,464 shares Issuable on vesting following grant on May 15, 2026
Tax withholding price $155.18 per share Closing price used for tax-withholding valuation
restricted stock units financial
"These shares are issuable on vesting of restricted stock units granted under the Company's 2012 Equity Incentive Plan on May 15, 2026."
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
"These shares are issuable on vesting of restricted stock units granted under the Company's 2012 Equity Incentive Plan on May 15, 2026."
tax withholding financial
"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."
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.
forfeiture financial
"Of the shares held after this vesting event on May 15, 2026, 8,695 were issuable on vesting of restricted stock units ... and are subject to forfeiture."
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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transactions did Axcelis (ACLS) SVP Interim CFO David Ryzhik report?
David Ryzhik reported a new equity grant and a small tax-withholding disposition. He received 3,115 restricted stock unit shares and had 226 shares withheld to satisfy tax obligations related to previously granted restricted stock units that vested on May 15, 2026.

Was the Axcelis (ACLS) insider Form 4 a buy or sell of common stock?
The Form 4 does not show an open-market buy or sell. It reports a grant of 3,115 restricted stock unit shares and a 226-share tax-withholding disposition, both routine compensation-related events rather than discretionary trading in Axcelis common stock.

How many Axcelis (ACLS) shares does David Ryzhik hold after these transactions?
After the reported transactions, David Ryzhik directly holds 10,257 Axcelis common shares. Footnotes state that 8,695 of these are issuable upon future vesting of restricted stock units under the company’s 2012 Equity Incentive Plan and remain subject to potential forfeiture.

What are the vesting terms of the new Axcelis (ACLS) restricted stock units granted to David Ryzhik?
The 3,115 restricted stock unit shares granted on May 15, 2026 vest over three years. Assuming continued employment, one-third vests on each of May 15, 2027, May 15, 2028, and May 15, 2029, aligning the award with long-term service and performance.

Why were 226 Axcelis (ACLS) shares forfeited for David Ryzhik on May 15, 2026?
The 226 shares were forfeited to cover tax withholding on vested restricted stock units granted in May 2025. Instead of paying taxes in cash, shares equal in value to the tax obligation, based on the closing price on the withholding date, were withheld.

Are the Axcelis (ACLS) restricted stock units reported for David Ryzhik fully owned today?
No, many are unvested and subject to forfeiture. Footnotes explain that 8,695 shares held after the May 15, 2026 event are issuable upon future vesting of restricted stock units granted under the 2012 Equity Incentive Plan, contingent on continued employment.
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*
Ryzhik David
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP Interim CFO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026		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 Stock05/15/2026A3,115A$0(1)10,257(2)D
Common Stock05/15/2026F226D(3)$155.18(4)10,031(5)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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, 9,464 were issuable on vesting of restricted stock units granted to the executive under the 2012 Equity Incentive Plan and are subject to forfeiture.
3. 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.
4. Represents the closing price of the common stock on the date of the tax withholding.
5. Of the shares held after this vesting event on May 15, 2026, 8,695 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-Fact05/19/2026
** 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