Atomera CFO sells 6,504 shares at $4.05

Atomera’s CFO executed Rule 10b5-1 sell-to-cover trades to satisfy tax withholding on vested restricted stock.

Rhea-AI Filing Summary

Atomera Inc (ATOM) reported that its chief financial officer, Laurencio Francis, sold a total of 6,504 shares of common stock on September 1, 2026 at $4.05 per share in open-market or private transactions. According to the disclosure, all shares were sold solely to cover mandatory tax withholding obligations arising from the vesting of previously reported restricted stock grants through a "sell to cover" transaction carried out under a Rule 10b5-1 trading plan.

Insider Trade Summary 10b5-1

Net Seller: 6,504 shares

Net Sell 4 txns

Insider Laurencio Francis

Role CFO

Sold 6,504 shs ($26K)

Type	Security	Shares	Price	Value
Sale	Common Stock F1	2,515	$4.05	$10K
Sale	Common Stock F1	1,020	$4.05	$4K
Sale	Common Stock F1	2,085	$4.05	$8K
Sale	Common Stock F1	884	$4.05	$4K

Holdings After Transaction: Common Stock — 246,849 shares (Direct)

Footnotes (1)

1. F1. Represents 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: 6,504 shares Sale price: $4.05 per share First sale tranche: 2,515 shares +3 more

6 metrics

Total shares sold 6,504 shares Common stock sales by the CFO on September 1, 2026

Sale price $4.05 per share Price for each reported sale of Atomera common stock

First sale tranche 2,515 shares Portion of the CFO’s September 1, 2026 sell-to-cover trades

Second sale tranche 1,020 shares Portion of the CFO’s September 1, 2026 sell-to-cover trades

Third sale tranche 2,085 shares Portion of the CFO’s September 1, 2026 sell-to-cover trades

Fourth sale tranche 884 shares Portion of the CFO’s September 1, 2026 sell-to-cover trades

Key Terms

sell to cover, restricted stock grants, tax withholding obligations, Rule 10b5-1(c)(1)(ii)(D)(3)

4 terms

sell to cover financial

"This 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

"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.

tax withholding obligations financial

"shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting"

Rule 10b5-1(c)(1)(ii)(D)(3) regulatory

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

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did ATOM’s CFO report on this Form 4?

Atomera’s CFO, Laurencio Francis, reported selling 6,504 shares of common stock on September 1, 2026 at $4.05 per share in open-market or private transactions.

Why did the Atomera (ATOM) CFO sell 6,504 shares?

The filing states the 6,504 shares were sold to cover tax withholding obligations related to vesting of previously reported restricted stock grants, through a mandatory, non-discretionary “sell to cover” transaction.

Were the ATOM CFO’s September 1, 2026 sales under a Rule 10b5-1 plan?

Yes. The sales are described as a “sell to cover” transaction made pursuant to Rule 10b5-1(c)(1)(ii)(D)(3) under the Exchange Act, and the filing affirms use of a Rule 10b5-1 trading arrangement.

What was the sale price for the Atomera (ATOM) CFO’s Form 4 transactions?

Each reported sale of Atomera common stock by the CFO on September 1, 2026 was at a price of $4.05 per share, according to the Form 4 data.

Were these ATOM insider sales discretionary trades by the CFO?

The filing explains the sales were to satisfy mandatory, non-discretionary tax withholding obligations related to restricted stock vesting, executed as a “sell to cover” under a Rule 10b5-1 trading arrangement.

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

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Available on EDGAR 09/03/2026 - 04:04 PM EDT Accepted by SEC EDGAR 09/03/2026 - 04:03 PM EDT 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^*

Laurencio Francis

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO

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		2,515(1)	D	$4.05	250,838	D
Common Stock	09/01/2026		S		1,020(1)	D	$4.05	249,818	D
Common Stock	09/01/2026		S		2,085(1)	D	$4.05	247,733	D
Common Stock	09/01/2026		S		884(1)	D	$4.05	246,849	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 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: Francis Laurencio	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)