AEIS EVP John Donaghey logs equity award vesting and tax share withholding

Rhea-AI Filing Summary

ADVANCED ENERGY INDUSTRIES INC EVP John Donaghey reported equity award activity, not open-market trading. On February 18, 2026, performance units vested into 5,255 shares under the 2023 Long-Term Incentive Plan, following achievement of performance metrics approved for release by the Board.

These units were exercised into 8,590 shares of common stock at $314.12 per share. To cover tax obligations, 3,273 shares of common stock were withheld, described as payment of tax liability incident to vesting of performance stock units. After these transactions, Donaghey directly held 15,346 shares of common stock, consisting of 12,719 common shares and 2,627 unvested restricted stock units.

Insights

Equity compensation analyst

Equity awards vested and taxes were withheld in shares, with no open‑market buying or selling.

The activity centers on performance units granted under the 2023 Long-Term Incentive Plan that vested after a three‑year performance period. They converted into common stock at a stated value of $314.12 per share, reflecting equity compensation rather than a discretionary trade.

A portion of the resulting shares (3,273) was withheld to satisfy tax obligations, classified as a tax-withholding disposition, not a market sale. Donaghey’s direct holdings increased to 15,346 common shares, including restricted stock units, indicating continued equity exposure aligned with long-term incentive structures. Overall impact is routine and administrative.

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

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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^*

Donaghey John

(Last) (First) (Middle)

1595 WYNKOOP STREET, SUITE 800

(Street)

DENVER CO 80202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ADVANCED ENERGY INDUSTRIES INC [ AEIS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Global Sales

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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	02/18/2026		M		8,590(1)	A	$314.12	18,619	D
Common Stock	02/18/2026		F		3,273(2)	D	$314.12	15,346(3)	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
Performance Units	$0	02/18/2026		M			5,255(4)	(4)	(4)	Common Stock	0	$0	0	D

Explanation of Responses:

1. Represents the total number of shares vested pursuant to the performance unit award issued under the 2023 Long-Term Incentive Plan (the "2023 LTI Plan"), and reported voluntarily on 3/3/2023, based on achievement of performance metrics under the 2023 LTI Plan. The shares were approved for a 2/18/2026 release by the Board of Directors.

2. Payment of tax liability by withholding securities incident to vesting of performance stock units.

3. Represents 2,627 shares of unvested restricted stock units and 12,719 shares of common stock.

4. These performance unit awards were issued under the 2023 LTI Plan at 100% of target and reported voluntarily on 3/3/2023. Following the end of the three-year performance period, the awards vested based on achievement of performance metrics under the 2023 LTI Plan.

	/s/ Elizabeth Vonne - Attorney-in-Fact	02/20/2026
	** Signature of Reporting Person	Date
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FAQ

What did AEIS executive John Donaghey report in this Form 4 filing?

John Donaghey reported vesting and conversion of performance units into common stock, plus share withholding for taxes. These events reflect equity compensation under the 2023 Long-Term Incentive Plan, not open‑market buying or selling activity in Advanced Energy Industries stock.

How many AEIS performance units vested for John Donaghey and when?

A total of 5,255 performance units vested for John Donaghey on February 18, 2026. The vesting followed a three‑year performance period under the 2023 Long-Term Incentive Plan and was based on achieving specified performance metrics approved by the company’s Board of Directors.

How many shares of AEIS common stock did Donaghey receive from the performance units?

The vested performance units converted into 8,590 shares of AEIS common stock valued at $314.12 per share. This reflects the exercise or conversion of derivative securities granted under the company’s 2023 Long-Term Incentive Plan, rather than an open‑market purchase of shares.

Why were 3,273 AEIS shares disposed of in Donaghey’s Form 4?

The 3,273 AEIS shares were withheld to satisfy tax liabilities arising from vesting of performance stock units. This disposition is classified as a tax-withholding event, meaning shares were delivered to cover taxes, not sold by Donaghey in the open market to generate cash proceeds.

What are John Donaghey’s AEIS holdings after these transactions?

After the reported transactions, Donaghey directly held 15,346 shares tied to AEIS. This total includes 12,719 shares of common stock and 2,627 unvested restricted stock units, reflecting a mix of currently owned shares and remaining time-based equity awards under company plans.

Were these AEIS equity awards tied to specific performance conditions?

Yes, the performance unit awards were issued at 100% of target under the 2023 Long-Term Incentive Plan and vested after a three-year performance period. Vesting was explicitly based on the achievement of performance metrics defined in that plan and overseen by the Board.