AEHR TEST SYSTEMS (AEHR) CEO reports tax withholding on vested shares

Rhea-AI Filing Summary

AEHR TEST SYSTEMS President and CEO Erickson Gayn reported tax-related share withholding, not an open-market sale. On January 11, 2026, 3,531 shares of AEHR common stock were withheld at $26.32 per share to cover tax obligations triggered by the vesting of restricted stock units and restricted shares, as explained in the footnote.

After this transaction, Gayn beneficially owned 254,799 shares of common stock directly and 291,628 shares indirectly through a trust. The indirect amount includes shares subject to unvested restricted stock units and unvested restricted shares.

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

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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^*

Erickson Gayn

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/11/2026

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	01/11/2026		F		3,531(1)	D	$26.32	254,799(2)	D
Common Stock								291,628	I	By Trust

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 and restricted shares. This does not represent a sale by the Reporting Person.

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

Remarks:

	/s/Chris Siu, Attorney-in-Fact	01/12/2026
	** 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 President and CEO Erickson Gayn report on this Form 4?

Erickson Gayn reported that 3,531 shares of AEHR common stock were withheld on January 11, 2026 to satisfy tax withholding obligations related to the vesting of restricted stock units and restricted shares.

Did Erickson Gayn sell AEHR (AEHR) shares in the open market?

No. The filing states that the 3,531 shares were withheld for tax obligations upon vesting of equity awards and that this does not represent a sale by the reporting person.

How many AEHR shares does Erickson Gayn own directly after the reported transaction?

Following the tax withholding transaction, Erickson Gayn beneficially owned 254,799 shares of AEHR common stock in direct ownership.

What indirect AEHR holdings by trust are reported for Erickson Gayn?

The Form 4 reports that Gayn has 291,628 shares of AEHR common stock held indirectly "By Trust," and this amount includes shares subject to unvested restricted stock units and unvested restricted shares.

What does transaction code "F" mean in this AEHR Form 4 filing?

Transaction code "F" is used when shares are withheld by the issuer to satisfy tax withholding obligations that arise upon the vesting or exercise of equity awards, rather than representing a discretionary market sale.

What was the price used for the AEHR shares withheld for taxes?

The 3,531 shares withheld for tax obligations were valued at $26.32 per share, as shown in the Form 4 transaction table.