Alpha & Omega (NASDAQ: AOSL) EVP 10b5-1 sale leaves 118,499 shares

Rhea-AI Filing Summary

Alpha & Omega Semiconductor executive Bing Xue reported a small insider sale of company stock. On 01/15/2026, the EVP – Worldwide Sales & Business Development sold 737 common shares of ALPHA & OMEGA SEMICONDUCTOR Ltd at a price of $22.43 per share under transaction code "S".

The filing states that this sale was effected under a pre-arranged Rule 10b5-1 trading plan adopted on August 14, 2025. After the transaction, Xue beneficially owns 118,499 common shares. This total includes 14,154 unvested shares from performance share units granted on March 15, 2022 and March 15, 2024, 22,500 unvested market-based performance share units granted on July 1, 2018, and 40,000 shares underlying restricted share unit awards granted between March 15, 2022 and March 17, 2025.

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
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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).

X

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^*

Xue Bing

(Last) (First) (Middle)

475 OAKMEAD PKWY

(Street)

SUNNYVALE CA 94085

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ALPHA & OMEGA SEMICONDUCTOR Ltd [ AOSL ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP-WW Sales & Bus Development

3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026

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 Share	01/15/2026		S		737(1)	D	$22.43(2)	118,499(3)(4)(5)	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. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 14, 2025.

2. The price reported in Column 4 is the exact price at which all shares were sold.

3. Includes 14,154 unvested shares subject to the Performance Share Unit (PSU) granted on March 15, 2022 and March 15, 2024 which are subject to vesting upon satisfaction of service-based vesting conditions by the Reporting Person.

4. Includes 22,500 unvested shares subject to the Market-Based Performance Share Unit (MSU) granted on July 1, 2018 which are subject to vesting upon satisfaction of service-based vesting conditions by the Reporting Person.

5. Includes an aggregate of 40,000 shares subject to Restricted Share Unit awards (RSU) granted on March 15, 2022, March 15, 2023, March 15, 2024, and March 17, 2025 which will be issued as such units vest in accordance with their terms, and excludes 15,000 unvested common shares subject to the PSU granted on March 17, 2025, which may become vested upon achievement of certain corporate performance goals in the future.

Remarks:

	/s/ Yanbing Hong, attorney-in-fact for Bing Xue	01/16/2026
	** 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 AOSL executive Bing Xue report?

EVP – Worldwide Sales & Business Development Bing Xue reported selling 737 common shares of ALPHA & OMEGA SEMICONDUCTOR Ltd on 01/15/2026 in an open-market sale coded "S".

At what price were the AOSL shares sold in this Form 4 filing?

The Form 4 reports that the 737 common shares were sold at an exact price of $22.43 per share, as noted in the explanation of responses.

Was the AOSL insider sale by Bing Xue made under a Rule 10b5-1 trading plan?

Yes. The filing states that the sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 14, 2025.

How many AOSL shares does Bing Xue own after this reported sale?

Following the reported transaction, Bing Xue beneficially owns 118,499 common shares of ALPHA & OMEGA SEMICONDUCTOR Ltd, including various unvested equity awards.

What unvested performance share units and RSUs are included in Bing Xues AOSL holdings?

The holding total includes 14,154 unvested PSU shares from grants on March 15, 2022 and March 15, 2024, 22,500 unvested MSU shares from a July 1, 2018 grant, and 40,000 shares subject to RSU awards granted on March 15, 2022, March 15, 2023, March 15, 2024, and March 17, 2025.

Does the Form 4 mention additional performance-based AOSL shares that are not yet included in Bing Xues total?

Yes. The explanation notes an additional 15,000 unvested common shares subject to a PSU granted on March 17, 2025, which may vest upon achievement of certain corporate performance goals in the future and are excluded from the current total.

What is Bing Xues role at ALPHA & OMEGA SEMICONDUCTOR Ltd according to the Form 4?

The reporting person, Xue Bing, is identified as an officer of ALPHA & OMEGA SEMICONDUCTOR Ltd, serving as EVP-WW Sales & Bus Development, and is not listed as a director or 10% owner.