AEHR Test Systems (AEHR) COO has 163 shares withheld for RSU tax obligations

Rhea-AI Filing Summary

AEHR TEST SYSTEMS Chief Operating Officer ENGINEER ADIL reported an automatic share withholding related to equity compensation. On 01/27/2026, 163 shares of common stock were withheld at $27.75 per share to cover tax obligations upon vesting of restricted stock units, which the company notes does not represent a sale. After this transaction, ADIL beneficially owned 45,676 common shares, including shares subject to unvested restricted stock units, all held in direct ownership.

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^*

ENGINEER ADIL

(Last) (First) (Middle)

C/O AEHR TEST SYSTEMS

400 KATO TERRACE

(Street)

FREMONT CA 94539

(City) (State) (Zip)

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)
	Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/27/2026

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	01/27/2026		F		163(1)	D	$27.75	45,676(2)	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 that were withheld to satisfy tax withholding obligations upon vesting of restricted stock units. This does not represent a sale by the Reporting Person.

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

Remarks:

	/s/Chris Siu, Attorney-in-Fact	01/27/2026
	** 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 insider transaction did AEHR (AEHR) report for its COO on January 27, 2026?

AEHR’s Chief Operating Officer ENGINEER ADIL reported 163 common shares withheld on January 27, 2026. The shares were retained by the company to satisfy tax withholding obligations tied to vesting restricted stock units, and the disclosure specifies this did not constitute a market sale.

How many AEHR common shares were withheld for taxes from the COO’s RSU vesting?

A total of 163 AEHR common shares were withheld from ENGINEER ADIL. These shares covered tax withholding obligations triggered when his restricted stock units vested, according to the Form 4 footnote explaining the nature of the transaction and clarifying it was not a discretionary sale.

At what price were AEHR shares valued for the COO’s tax withholding transaction?

The 163 AEHR common shares withheld for taxes were valued at $27.75 per share. This price reflects the value used to determine the number of shares necessary to cover the Chief Operating Officer’s tax obligations upon vesting of restricted stock units.

How many AEHR shares does the COO beneficially own after the reported Form 4 transaction?

Following the reported withholding, ENGINEER ADIL beneficially owns 45,676 AEHR common shares. The filing notes that this figure includes shares subject to unvested restricted stock units, and all are reported as directly owned by the Chief Operating Officer after the transaction.

Does the AEHR COO’s January 27, 2026 Form 4 reflect an open-market sale of shares?

No, the Form 4 explicitly states the transaction is not a sale. The 163 AEHR shares were withheld solely to satisfy tax withholding obligations related to vesting restricted stock units, rather than being sold in the open market or through a discretionary trade.