AEHR (AEHR) exec withholds 907 shares to cover RSU tax obligations

Rhea-AI Filing Summary

AEHR TEST SYSTEMS executive Vernon Rogers, Exec VP of Sales & Marketing, reported routine tax-related share withholdings tied to vesting of restricted stock units. On April 14, 2026, 404 shares of common stock were withheld at $74.38 per share to satisfy tax obligations. On April 11, 2026, 503 shares were similarly withheld at $70.43 per share. A footnote clarifies these are tax-withholding dispositions and do not represent open-market sales. After these transactions, Rogers directly holds 166,633 shares of common stock, which the disclosure notes includes shares subject to unvested restricted stock units.

Insights

Insider transactions analyst

Routine tax withholding on RSU vesting, not open-market selling.

Vernon Rogers, Exec VP of Sales & Marketing at AEHR TEST SYSTEMS, reported two Form 4 transactions coded “F” covering 907 shares of common stock. These were withheld to satisfy tax obligations upon vesting of restricted stock units, not discretionary market trades.

Form 4 footnotes explicitly state the shares were used to pay tax withholding and that this does not represent a sale by the reporting person. Such events are mechanistic outcomes of equity compensation programs and generally carry little informational value about the insider’s view of the stock.

After these withholdings, Rogers directly holds 166,633 shares, and the total includes shares underlying unvested restricted stock units. The filing shows no option exercises or open-market buys or sells, indicating a routine compensation-related adjustment rather than a change in investment stance.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider ROGERS VERNON

Role Exec VP of Sales & Mktg.

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	404	$74.38	$30K
Tax Withholding	Common Stock	503	$70.43	$35K

Holdings After Transaction: Common Stock — 166,633 shares (Direct)

Footnotes (1)

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

Key Figures

Tax-withheld shares total: 907 shares Tax-withheld on Apr 14 2026: 404 shares at $74.38/share Tax-withheld on Apr 11 2026: 503 shares at $70.43/share +1 more

4 metrics

Tax-withheld shares total 907 shares Shares withheld to satisfy tax obligations on RSU vesting

Tax-withheld on Apr 14 2026 404 shares at $74.38/share Common stock withheld for tax obligations

Tax-withheld on Apr 11 2026 503 shares at $70.43/share Common stock withheld for tax obligations

Post-transaction holdings 166,633 shares Direct AEHR common stock held after April 14 2026 transaction

Key Terms

restricted stock units, tax withholding obligations, tax-withholding disposition, Common Stock, +1 more

5 terms

restricted stock units financial

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

tax-withholding disposition financial

"transaction_action: tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Common Stock financial

"security_title: Common Stock"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Exec VP of Sales & Mktg. other

"officer_title: Exec VP of Sales & Mktg."

Form 4 Insider Transactions: What Each Field Means →

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)
04/11/2026

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	04/11/2026		F		503(1)	D	$70.43	167,037(2)	D
Common Stock	04/14/2026		F		404(1)	D	$74.38	166,633(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	04/14/2026
	** 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)

FAQ

What insider transaction did AEHR executive Vernon Rogers report on this Form 4 for AEHR?

Vernon Rogers reported tax-related dispositions of AEHR common stock. A total of 907 shares were withheld to cover tax obligations when restricted stock units vested, rather than being sold in the open market, according to the Form 4 footnotes and transaction codes.

Were the AEHR shares reported by Vernon Rogers actually sold on the open market?

No, the shares were not sold on the open market. The filing states the 907 AEHR shares were withheld to satisfy tax withholding obligations upon vesting of restricted stock units and explicitly notes this does not represent a sale by the reporting person.

How many AEHR shares were withheld for taxes in Vernon Rogers’ latest Form 4 filing?

A total of 907 AEHR common shares were withheld for taxes. This includes 404 shares at $74.38 per share on April 14, 2026, and 503 shares at $70.43 per share on April 11, 2026, as disclosed in the Form 4 transactions.

How many AEHR shares does Vernon Rogers hold after the reported tax-withholding transactions?

After these transactions, Vernon Rogers directly holds 166,633 AEHR common shares. The filing notes that this amount includes shares subject to unvested restricted stock units, providing the total direct position following the tax-withholding events.

What does transaction code F mean in the AEHR Form 4 filed by Vernon Rogers?

Transaction code F on this AEHR Form 4 indicates a tax-withholding disposition. The company withheld shares from Vernon Rogers to pay tax obligations associated with vesting restricted stock units, rather than him choosing to buy or sell shares on the open market.

Does the AEHR Form 4 for Vernon Rogers show any open-market buying or selling activity?

No open-market buying or selling is shown. Both transactions are coded F and described as payment of tax liability by delivering securities, meaning the activity reflects automatic tax withholding on RSU vesting, not discretionary trades in AEHR stock.