AEHR exec VP gets RSU shares, shares withheld for tax

Aehr Test Systems executive Vernon Rogers reported compensation-related stock activity rather than open-market trading.

Rhea-AI Filing Summary

Aehr Test Systems executive Vernon Rogers reported compensation-related stock activity rather than open-market trading. On July 1, 2026, he acquired 6,165 and 2,393 shares of common stock at $0.00 per share as shares were issued upon vesting of performance-based restricted stock units, according to the footnotes.

To satisfy tax withholding obligations from these vestings, 2,213 shares were withheld on July 1, 2026 at $84.425 per share and 337 shares were withheld on July 2, 2026 at $69.96 per share. The filing notes these tax withholdings do not represent sales by Rogers. After these transactions, he directly holds 153,585 shares of common stock, which include shares subject to unvested restricted stock units.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider ROGERS VERNON

Role Exec VP of Sales & Mktg.

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	337	$69.96	$24K
Grant/Award	Common Stock	6,165	$0.00	$0.00
Grant/Award	Common Stock	2,393	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	2,213	$84.425	$187K

Holdings After Transaction: Common Stock — 153,585 shares (Direct)

Footnotes (4)

1. F1. Represents shares of common stock issued upon vesting of performance-based RSU.
2. F2. One-sixteenth (1/16) of the total number of shares subject to the restricted stock unit awards shall vest at the end of each three full calendar months following the date of this action, provided that such recipient is still employed by the corporation on such dates.
3. F3. Represents shares that were withheld to satisfy tax withholding obligations upon vesting of restricted stock units. This does not represent a sale by the Reporting Person.
4. F4. The amount reported includes shares subject to unvested restricted stock units.

Key Figures

RSU shares issued (grant 1): 6,165 shares RSU shares issued (grant 2): 2,393 shares Tax withholding shares (day 1): 2,213 shares +3 more

6 metrics

RSU shares issued (grant 1) 6,165 shares Common stock issued upon RSU vesting on July 1, 2026

RSU shares issued (grant 2) 2,393 shares Additional common stock issued at $0.00 per share

Tax withholding shares (day 1) 2,213 shares Withheld on July 1, 2026 at $84.425 per share

Tax withholding shares (day 2) 337 shares Withheld on July 2, 2026 at $69.96 per share

Total tax-withheld shares 2,550 shares Shares used to satisfy tax obligations on RSU vesting

Post-transaction holdings 153,585 shares Common stock held directly after reported transactions

Key Terms

performance-based RSU, restricted stock units, tax withholding obligations, non-derivative, +2 more

6 terms

performance-based RSU financial

"Represents shares of common stock issued upon vesting of performance-based RSU."

Performance-based RSUs are promises to deliver company stock to employees only if the firm or the individual meets preset financial or operational targets; they convert into actual shares when those goals are achieved. For investors, they matter because they link pay to results—shaping management incentives, affecting future share count and earnings reports, and signaling how confident leadership is about hitting measurable milestones (think of a bonus that only pays out if sales or profit goals are reached).

restricted stock units financial

"The amount reported includes shares subject to unvested restricted stock units."

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 obligations financial

"Represents shares that were withheld to satisfy tax withholding obligations upon vesting of restricted stock units."

non-derivative financial

"transaction_type": "non-derivative""

grant, award, or other acquisition financial

"transaction_code_description": "Grant, award, or other acquisition""

payment of exercise price or tax liability by delivering securities financial

"transaction_code_description": "Payment of exercise price or tax liability by delivering securities""

FAQ

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

What did AEHR executive Vernon Rogers report in this Form 4 filing?

Vernon Rogers reported stock received from vested restricted stock units and shares withheld for taxes. He acquired common stock at no cost upon RSU vesting, and shares were automatically withheld to cover tax obligations rather than sold in the open market.

How many AEHR shares did Vernon Rogers receive from RSU vesting?

Rogers received 6,165 and 2,393 shares of Aehr Test Systems common stock upon vesting of restricted stock units. These shares were issued at $0.00 per share as compensation, reflecting performance-based and time-based equity awards rather than market purchases.

How many AEHR shares were withheld to cover Vernon Rogers’ taxes?

A total of 2,550 shares were withheld to satisfy tax obligations: 2,213 shares on July 1, 2026 at $84.425 per share and 337 shares on July 2, 2026 at $69.96 per share. The filing states these do not represent sales.

Does this AEHR Form 4 show Vernon Rogers selling shares in the market?

No, the Form 4 indicates shares were withheld to cover tax obligations on vested restricted stock units. The company notes these transactions are tax-withholding dispositions and explicitly states they do not represent sales by the reporting person in the open market.

How many AEHR shares does Vernon Rogers hold after these transactions?

Following the reported transactions, Rogers directly holds 153,585 shares of Aehr Test Systems common stock. A footnote explains that this amount includes shares subject to unvested restricted stock units, so some of his reported holdings are still vesting over time.

What vesting schedule applies to Vernon Rogers’ AEHR restricted stock units?

The filing states that one-sixteenth of the shares subject to the restricted stock unit awards vest every three full calendar months after the grant action date. Vesting continues on this schedule as long as Rogers remains employed by the corporation on the relevant vesting dates.

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 07/02/2026 - 06:52 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^*

ROGERS VERNON

(Last) (First) (Middle)

C/O AEHR TEST SYSTEMS

400 KATO TERRACE

(Street)

FREMONT CALIFORNIA 94539

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
AEHR TEST SYSTEMS [ AEHR ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Exec VP of Sales & Mktg.

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026

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	07/01/2026		A		6,165(1)	A	$0	153,742	D
Common Stock	07/01/2026		A		2,393(2)	A	$0	156,135	D
Common Stock	07/01/2026		F		2,213(3)	D	$84.425	153,922	D
Common Stock	07/02/2026		F		337(3)	D	$69.96	153,585(4)	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. Represents shares of common stock issued upon vesting of performance-based RSU.

2. One-sixteenth (1/16) of the total number of shares subject to the restricted stock unit awards shall vest at the end of each three full calendar months following the date of this action, provided that such recipient is still employed by the corporation on such dates.

3. Represents shares that were withheld to satisfy tax withholding obligations upon vesting of restricted stock units. This does not represent a sale by the Reporting Person.

4. The amount reported includes shares subject to unvested restricted stock units.

Remarks:

	/s/Chris Siu, Attorney-in-Fact	07/02/2026
	** 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)