What triggered the tax-withholding share dispositions for Axon (AXON) in this filing?

The dispositions were triggered by the vesting of restricted stock units held by Elizabeth Reid Coughlin. Footnotes explain the withheld shares covered tax liabilities from RSU vesting, including the third tranche of performance-based units under Axon’s 2024 eXponential Stock Plan.

Axon (AXON) CHRO reports 3,401 shares withheld to cover RSU taxes

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

AXON ENTERPRISE, INC. executive Elizabeth Reid Coughlin, the company’s Chief Human Officer, reported two tax-withholding dispositions of common stock tied to restricted stock unit vesting. A total of 3,401.209 shares were withheld to cover her tax liabilities upon vesting, including performance-based awards under Axon’s 2024 eXponential Stock Plan. These were not open-market sales, but shares retained by the issuer for taxes. Following these dispositions, she directly holds 38,499.346 shares of Axon common stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Coughlin Elizabeth Reid

Role Chief Human Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	479.696	$448.72	$215K
Tax Withholding	Common Stock	2,921.513	$476.88	$1.39M

Holdings After Transaction: Common Stock — 38,499.346 shares (Direct, null)

Footnotes (1)

Securities disposed represent securities withheld to settle the reporting person's tax liability resulting from the vesting of restricted stock units. Securities disposed represent securities withheld to settle the reporting person's tax liability arising out of the vesting of the third tranche of restricted stock units granted pursuant to the Axon Enterprise, Inc. 2024 eXponential Stock Plan, for which the performance conditions were determined to have been certified by the issuer's Compensation Committee on November 13, 2025.

Key Figures

Tax-withheld shares (lot 1): 2,921.5130 shares at $476.8800 Tax-withheld shares (lot 2): 479.6960 shares at $448.7200 Total tax-withheld shares: 3,401.209 shares +2 more

5 metrics

Tax-withheld shares (lot 1) 2,921.5130 shares at $476.8800 Common stock withheld to settle tax liability on RSU vesting

Tax-withheld shares (lot 2) 479.6960 shares at $448.7200 Common stock withheld to settle tax liability on RSU vesting tranche

Total tax-withheld shares 3,401.209 shares Aggregate F-code tax-withholding dispositions reported in this Form 4

Shares held after first disposition 35,577.8330 shares Direct common stock holdings after initial tax-withholding entry

Shares held after all dispositions 38,499.3460 shares Direct common stock holdings following both tax-withholding transactions

Key Terms

restricted stock units, tax liability, 2024 eXponential Stock Plan, performance conditions

4 terms

restricted stock units financial

"resulting from the vesting of restricted stock units."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax liability financial

"withheld to settle the reporting person's tax liability resulting from the vesting"

2024 eXponential Stock Plan financial

"granted pursuant to the Axon Enterprise, Inc. 2024 eXponential Stock Plan"

performance conditions financial

"for which the performance conditions were determined to have been certified"

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Form 4 Insider Transactions: What Each Field Means →

06/03/2026 - 04:16 PM

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).

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^*

Coughlin Elizabeth Reid

(Last)

(First)

(Middle)

17800 N 85TH ST

(Street)

SCOTTSDALE

ARIZONA

85255

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
AXON ENTERPRISE, INC. [ AXON ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/01/2026		F⁽¹⁾		479.696	D	$448.72	38,499.346	D
Common Stock	06/01/2026		F⁽²⁾		2,921.513	D	$476.88	35,577.833	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Securities disposed represent securities withheld to settle the reporting person's tax liability resulting from the vesting of restricted stock units.

2. Securities disposed represent securities withheld to settle the reporting person's tax liability arising out of the vesting of the third tranche of restricted stock units granted pursuant to the Axon Enterprise, Inc. 2024 eXponential Stock Plan, for which the performance conditions were determined to have been certified by the issuer's Compensation Committee on November 13, 2025.

Remarks:

	/s/ Elizabeth Reid Coughlin, by Isaiah Fields, Attorney-in-Fact	06/03/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Axon (AXON) executive Elizabeth Reid Coughlin report in this Form 4?

Elizabeth Reid Coughlin reported two dispositions of Axon common stock totaling 3,401.209 shares. The shares were withheld by the company to satisfy her tax liabilities arising from the vesting of restricted stock units rather than sold in the open market.

Were any Axon (AXON) shares sold on the open market in this Form 4?

No open-market sales are shown in this Form 4. The filing reports F-code transactions, which reflect Axon withholding 3,401.209 common shares to cover Elizabeth Reid Coughlin’s tax obligations related to restricted stock unit vesting events.

How many Axon (AXON) shares does Elizabeth Reid Coughlin hold after these transactions?

After the reported tax-withholding dispositions, Elizabeth Reid Coughlin directly holds 38,499.346 shares of Axon common stock. This post-transaction balance reflects the shares remaining in her direct ownership following the company’s retention of shares to satisfy tax obligations.

Does this Axon (AXON) Form 4 indicate new option exercises or only RSU vesting?

The filing indicates dispositions linked to restricted stock unit vesting, not option exercises. Footnotes state the withheld shares settled Elizabeth Reid Coughlin’s tax liabilities from RSU vesting, including performance-based awards under the 2024 eXponential Stock Plan.