Coherent (COHR) Insider Filing: RSU Award, PSU Payout and August Sales

Rhea-AI Filing Summary

Coherent Corp. (COHR) Form 4 — Insider activity by Julie Sheridan, EVP, Engineering. The filing shows multiple equity transactions on August 28–29, 2025. Ms. Sheridan received a 14,453 restricted stock unit (RSU) award that vests in three equal annual installments beginning August 28, 2026, and 4,371 shares issued upon payout of Performance Share Units granted in August 2022. The report also discloses 6,685 shares withheld to satisfy tax withholding on a transaction priced at $90.71. On August 29, 2025, the reporting person sold 5,328, 1,308, 300, and 200 shares at weighted-average prices of $90.36, $91.06, $92.66, and $93.54 respectively, reducing direct beneficial holdings to 53,682 shares.

Positive

• RSU award of 14,453 shares granted to the EVP, indicating continued executive compensation alignment with shareholders
• 4,371 shares issued from Performance Share Units earned from the August 2022 grant, showing performance-based payout

Negative

• Open-market sales totaling 7,136 shares on August 29, 2025, reduced direct holdings to 53,682 shares
• 6,685 shares were withheld to satisfy tax withholding obligations, reducing outstanding shareholdings

Insights

Securities Analyst

TL;DR: Insider exercised/remitted shares for tax, received RSUs and PSUs, and executed block sales over two days.

The filing documents routine equity compensation events: a material RSU award of 14,453 units vesting over three years and PSUs paid out for 4,371 shares. Share withholding of 6,685 shares to cover taxes is explicitly disclosed and is not an open-market sale. Subsequent open-market sales on August 29 total 6, (sic) 7,136 shares sold at weighted-average prices between $90.36 and $93.54, which reduced direct holdings to 53,682 shares. These transactions are compensation-related and liquidity actions by the reporting officer; they do not by themselves indicate company performance changes because no operational or financial metrics are disclosed in this Form 4.

Corporate Governance Expert

TL;DR: Transactions align with standard executive compensation mechanics and tax-withholding practices.

The mix of RSU grant, PSU payout, tax-withholding via share retention, and subsequent open-market sales is consistent with exercising compensation-derived holdings and managing tax obligations. The RSU vesting schedule is clearly stated. The filer provides weighted-average sale price ranges and offers to supply granular sale-by-sale data on request, meeting disclosure expectations. No departures from typical governance or reporting norms are evident within the filing.

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

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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^*

Eng Julie Sheridan

(Last) (First) (Middle)

C/O COHERENT CORP.

375 SAXONBURG BOULEVARD

(Street)

SAXONBURG PA 16056

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
COHERENT CORP. [ COHR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/28/2025

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	08/28/2025		A		14,453(1)	A	$0	63,132(2)	D
Common Stock	08/28/2025		A		4,371(3)	A	$0	67,503	D
Common Stock	08/28/2025		F		6,685(4)	D	$90.71	60,818	D
Common Stock	08/29/2025		S		5,328	D	$90.36(5)	55,490	D
Common Stock	08/29/2025		S		1,308	D	$91.06(6)	54,182	D
Common Stock	08/29/2025		S		300	D	$92.66(7)	53,882	D
Common Stock	08/29/2025		S		200	D	$93.54(8)	53,682	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. These shares represent a restricted stock unit award granted to the reporting person. The award will vest in three equal annual installments beginning on August 28, 2026.

2. Includes 119 shares acquired in non-reportable transactions through Coherent Corp.'s employee stock purchase plan.

3. Represents shares issued upon payout of Performance Share Units granted in August 2022.

4. These shares were withheld by the company to discharge withholding tax obligations of the reporting person and do not constitute an actual sale or other open market transaction.

5. Represents the weighted average of multiple sale transactions ranging in price from $89.81 to $90.77. The reporting person agrees to provide full information regarding the number of shares sold at each separate price upon request by the SEC Staff, the Company or a security holder of the Company.

6. Represents the weighted average of multiple sale transactions ranging in price from $90.84 to $91.55. The reporting person agrees to provide full information regarding the number of shares sold at each separate price upon request by the SEC Staff, the Company or a security holder of the Company.

7. Represents the weighted average of multiple sale transactions ranging in price from $92.09 to $93.05. The reporting person agrees to provide full information regarding the number of shares sold at each separate price upon request by the SEC Staff, the Company or a security holder of the Company.

8. Represents the weighted average of multiple sale transactions ranging in price from $93.45 to $93.63. The reporting person agrees to provide full information regarding the number of shares sold at each separate price upon request by the SEC Staff, the Company or a security holder of the Company.

Remarks:

1. Exhibit 24 - Power of Attorney

	/s/ Christopher M. Forrester, Attorney-in-Fact	09/02/2025
	** 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 transactions did Julie Sheridan report for COHR in this Form 4?

The filing reports a 14,453 RSU grant, 4,371 PSU-issued shares, 6,685 shares withheld for taxes, and open-market sales totaling 7,136 shares on Aug 28–29, 2025.

How do the RSUs awarded to the reporting person vest?

The 14,453 restricted stock units will vest in three equal annual installments beginning August 28, 2026.

Were any shares sold by the reporting person and at what prices?

Yes. On August 29, 2025 the reporting person sold 5,328, 1,308, 300, and 200 shares at weighted-average prices of $90.36, $91.06, $92.66, and $93.54, respectively.

Did the filing disclose share withholding for tax purposes?

Yes. The filing states 6,685 shares were withheld

What is the reporting person’s role at Coherent Corp.?

Julie Sheridan is listed as EVP, Engineering and an officer of Coherent Corp.