Atomera CEO sells 13,756 shares at $4.05

Atomera’s CEO reported 13,756 share sales at $4.05, all under a Rule 10b5-1 sell-to-cover arrangement for tax withholding on vested restricted stock.

Rhea-AI Filing Summary

Atomera Inc (ATOM) disclosed that CEO and President Scott A. Bibaud sold a total of 13,756 shares of common stock on September 1, 2026 at $4.05 per share in four open-market transactions. According to the company’s disclosure, these were "sell to cover" sales to satisfy mandatory tax withholding on previously reported restricted stock vesting, executed pursuant to a Rule 10b5-1 trading plan.

Insider Trade Summary 10b5-1

Net Seller: 13,756 shares

Net Sell 4 txns

Insider BIBAUD SCOTT A.

Role CEO and President

Sold 13,756 shs ($56K)

Type	Security	Shares	Price	Value
Sale	Common Stock F1	1,807	$4.05	$7K
Sale	Common Stock F1	1,988	$4.05	$8K
Sale	Common Stock F1	4,515	$4.05	$18K
Sale	Common Stock F1	5,446	$4.05	$22K

Holdings After Transaction: Common Stock — 682,005 shares (Direct)

Footnotes (1)

1. F1. RRepresents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock grants that were previously reported. This sale is to satisfy mandatory non-discretionary tax withholding obligations by a "sell to cover" transaction pursuant to Rule 10b5-1(c)(1)(ii)(D)(3) under the Exchange Act.

Key Figures

Total shares sold: 13,756 shares Share price: $4.05 per share Number of sale transactions: 4 transactions

3 metrics

Total shares sold 13,756 shares Common stock sales by CEO Scott A. Bibaud on September 1, 2026

Share price $4.05 per share Price for each sale of Atomera common stock on September 1, 2026

Number of sale transactions 4 transactions Separate open-market or private sale entries in the Form 4

Key Terms

Rule 10b5-1, sell to cover, restricted stock grants

3 terms

Rule 10b5-1 regulatory

"sell to cover transaction pursuant to Rule 10b5-1(c)(1)(ii)(D)(3)"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

sell to cover financial

"sale is to satisfy mandatory non-discretionary tax withholding obligations by a "sell to cover" transaction"

Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.

restricted stock grants financial

"tax withholding obligations in connection with the vesting of restricted stock grants that were previously reported"

Equity awards that give recipients actual company shares that cannot be sold, transferred, or are forfeitable until certain conditions—like time-based vesting, performance targets, or continued employment—are met. Like a gift card that only becomes usable after hitting milestones, restricted stock grants matter to investors because they affect how many shares may enter the market later, indicate insider ownership and incentives, and influence dilution and management alignment.

FAQ

What insider transaction did ATOM report for its CEO on September 1, 2026?

Atomera reported that CEO Scott A. Bibaud sold 13,756 shares of common stock on September 1, 2026 in four open-market transactions at $4.05 per share as disclosed in the Form 4.

Why did Atomera (ATOM) CEO Scott Bibaud sell 13,756 shares?

The filing states the 13,756 shares were sold to cover tax withholding obligations arising from the vesting of previously reported restricted stock grants, using a mandatory non-discretionary "sell to cover" transaction.

Were the ATOM insider share sales made under a Rule 10b5-1 plan?

Yes. Atomera’s Form 4 indicates the transactions were executed pursuant to a Rule 10b5-1 trading arrangement, and the footnote cites Rule 10b5-1(c)(1)(ii)(D)(3) for the sell-to-cover tax withholding mechanism.

What prices were reported for the September 1, 2026 ATOM share sales?

Each of the four reported transactions shows a price of $4.05 per share for Atomera common stock sold on September 1, 2026.

Did the Atomera (ATOM) Form 4 disclose post-transaction share holdings for the CEO?

No. The Form 4 entries for these transactions show the total shares following transaction field as null, so the document does not state Scott A. Bibaud’s holdings after these sales.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/03/2026 - 04:04 PM Accepted by SEC EDGAR 09/03/2026 - 04:03 PM Learn about SEC filing dates

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).

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^*

BIBAUD SCOTT A.

(Last) (First) (Middle)

C/O ATOMERA, INC.

750 UNIVERSITY AVENUE, SUITE 280

(Street)

LOS GATOS CALIFORNIA 95032

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Atomera Inc [ ATOM ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026

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	09/01/2026		S		1,807(1)	D	$4.05	693,954	D
Common Stock	09/01/2026		S		1,988(1)	D	$4.05	691,966	D
Common Stock	09/01/2026		S		4,515(1)	D	$4.05	687,451	D
Common Stock	09/01/2026		S		5,446(1)	D	$4.05	682,005	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. RRepresents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock grants that were previously reported. This sale is to satisfy mandatory non-discretionary tax withholding obligations by a "sell to cover" transaction pursuant to Rule 10b5-1(c)(1)(ii)(D)(3) under the Exchange Act.

	By: Mindi Zimmer, as Attorney-in-Fact For: Scott Bibaud	09/03/2026
	** 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)