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AEHR (AEHR) CTO logs RSU grants and tax-withholding share dispositions

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

AEHR TEST SYSTEMS CTO Donald P. Richmond II reported routine stock-based compensation activity. On July 1, he received awards totaling 6,165 and 2,369 shares of common stock at no cost in connection with restricted stock units, including performance-based RSUs. A total of 2,524 shares were withheld on July 1 and July 2 at prices of $84.425 and $69.96 per share to cover tax obligations upon vesting, which the company notes do not represent sales. After these transactions, he directly holds 187,420 shares, and this amount includes shares subject to unvested restricted stock units that will vest over time if employment conditions are met.

Positive

  • None.

Negative

  • None.
Insider RICHMOND DONALD P. II
Role CTO
Type Security Shares Price Value
Tax Withholding Common Stock 311 $69.96 $22K
Grant/Award Common Stock 6,165 $0.00 --
Grant/Award Common Stock 2,369 $0.00 --
Tax Withholding Common Stock 2,213 $84.425 $187K
Holdings After Transaction: Common Stock — 187,420 shares (Direct, null)
Footnotes (1)
  1. Represents shares of common stock issued upon vesting of performance-based RSU. 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. 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. The amount reported includes shares subject to unvested restricted stock units.
RSU grant 1 6,165 shares Common Stock award on July 1, 2026 at $0.0000
RSU grant 2 2,369 shares Performance-based RSU issuance on July 1, 2026 at $0.0000
Tax-withheld shares 2,524 shares Shares withheld for tax obligations on July 1–2, 2026
Withholding price 1 $84.425 per share Tax withholding disposition on July 1, 2026
Withholding price 2 $69.96 per share Tax withholding disposition on July 2, 2026
Post-transaction holdings 187,420 shares Directly held common stock after July 2, 2026 transaction
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 unit financial
"restricted stock unit awards shall vest at the end of each three full calendar months"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
tax withholding obligations financial
"shares that were withheld to satisfy tax withholding obligations upon vesting of restricted stock units"
unvested restricted stock units financial
"The amount reported includes shares subject to unvested restricted stock units."
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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transactions did AEHR CTO Donald P. Richmond II report on this Form 4 for AEHR?
He reported grants of restricted stock units and related tax-withholding dispositions. Awards of 6,165 and 2,369 shares vested or were granted, while 2,524 shares were withheld to cover tax obligations, which the company specifies are not open-market sales.

How many AEHR shares were granted to the CTO in this Form 4 filing for AEHR?
The CTO received two non-derivative common stock awards of 6,165 shares and 2,369 shares. These reflect restricted stock unit grants and vesting, including performance-based RSUs, issued at no cash cost to him as part of equity compensation.

Were any of the AEHR CTO’s reported AEHR share dispositions open-market sales?
No. The filing describes 2,524 shares as withheld to satisfy tax withholding obligations upon restricted stock unit vesting. A footnote explicitly states these transactions do not represent sales by the reporting person into the open market.

What is the AEHR CTO’s AEHR share ownership after these Form 4 transactions?
After the latest reported transaction on July 2, the CTO directly holds 187,420 shares of AEHR common stock. A footnote clarifies that this figure includes shares underlying unvested restricted stock units scheduled to vest over time.

At what prices were AEHR shares withheld for the CTO’s tax obligations in this Form 4?
Shares were withheld at prices of $84.425 per share on July 1 and $69.96 per share on July 2. These withholdings covered tax liabilities triggered by restricted stock unit vesting, rather than reflecting discretionary sales by the CTO.

How do the AEHR CTO’s restricted stock units vest according to this AEHR Form 4?
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 date, provided the recipient remains employed by the corporation on each applicable vesting date.
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*
RICHMOND DONALD P. II
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
CTO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026		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 Stock07/01/2026A6,165(1)A$0187,575D
Common Stock07/01/2026A2,369(2)A$0189,944D
Common Stock07/01/2026F2,213(3)D$84.425187,731D
Common Stock07/02/2026F311(3)D$69.96187,420(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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-Fact07/02/2026
** 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