Cohu CFO logs RSU tax withholding, PSU forfeiture

Accepted by SEC EDGAR 03/17/2026 - 09:54 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Cohu, Inc. Sr. VP Finance & CFO Jeffrey D. Jones reported routine equity compensation adjustments. On March 14, 2026, 4,447 shares of Common Stock were automatically withheld upon vesting of restricted stock units to cover tax obligations, a non-market disposition.

He also reported 21,782 Performance Stock Units forfeited because specified performance goals were not fully achieved. Following these transactions, he directly holds 378,574 shares of Cohu Common Stock, plus 153,202 RSUs that may convert one-for-one into common shares upon future vesting and performance achievement.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Jones Jeffrey D

Role Sr. VP Finance & CFO

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	4,447	$0.00	$0.00
Other	Performance Stock Units	21,782	$0.00	$0.00

Holdings After Transaction: Common Stock — 378,574 shares (Direct); Performance Stock Units — 356,792 shares (Direct)

Holdings Before and After: Common Stock, 383,021 to 378,574 shares (Direct)

Footnotes (3)

1. F1. Represents shares that were automatically withheld upon vesting of Restricted Stock Units (RSUs) to cover tax obligations in a transaction exempt under Rule 16(b)-3.
2. F2. Represents shares that were previously reported that have been forfeited as specified performance goals were not fully achieved.
3. F3. Number of shares includes 153,202 RSUs (excluding the impact of shares that will be withheld to cover tax obligations) previously reported that in the future will be converted on a one-for-one basis into shares of Cohu, Inc. Common Stock immediately upon the vesting dates (assuming continued service through the vesting dates and achievement of specified performance goals).

FAQ

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

What did Cohu (COHU) CFO Jeffrey D. Jones report in this Form 4 filing?

Cohu CFO Jeffrey D. Jones reported routine equity compensation adjustments, including tax-related share withholding and forfeiture of performance units. These events reflect standard treatment of vested restricted stock units and unmet performance goals, rather than open-market buying or selling activity.

How many Cohu shares were withheld for taxes in Jeffrey D. Jones’s March 2026 Form 4?

The filing shows 4,447 shares of Cohu Common Stock were automatically withheld to cover tax obligations upon vesting of restricted stock units. This tax-withholding disposition is non-cash and exempt under Rule 16(b)-3, not an open-market sale of shares.

What performance stock units were forfeited by the Cohu CFO in this Form 4?

The Form 4 reports that 21,782 Performance Stock Units previously reported were forfeited because specified performance goals were not fully achieved. This reduces previously reported performance-based awards but does not involve cash proceeds or open-market trading activity.

How many Cohu shares does Jeffrey D. Jones hold after these transactions?

After these reported transactions, Jeffrey D. Jones directly holds 378,574 shares of Cohu Common Stock. This figure reflects his direct ownership immediately following the tax-withholding share reduction and forfeiture of performance stock units disclosed in the Form 4.

What restricted stock units remain outstanding for the Cohu CFO according to the filing?

The filing notes that Jones’s holdings include 153,202 Restricted Stock Units (RSUs), which may convert on a one-for-one basis into Cohu Common Stock upon future vesting dates, assuming continued service and achievement of specified performance goals.

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

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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^*

Jones Jeffrey D

(Last) (First) (Middle)

17087 VIA DEL CAMPO

(Street)

SAN DIEGO CA 92127

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
COHU INC [ COHU ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Sr. VP Finance & CFO

3. Date of Earliest Transaction (Month/Day/Year)
03/14/2026

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 Stock	03/14/2026		F		4,447(1)	D	$0	378,574	D
Performance Stock Units	03/14/2026		J		21,782(2)	D	$0	356,792(3)	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 shares that were automatically withheld upon vesting of Restricted Stock Units (RSUs) to cover tax obligations in a transaction exempt under Rule 16(b)-3.

2. Represents shares that were previously reported that have been forfeited as specified performance goals were not fully achieved.

3. Number of shares includes 153,202 RSUs (excluding the impact of shares that will be withheld to cover tax obligations) previously reported that in the future will be converted on a one-for-one basis into shares of Cohu, Inc. Common Stock immediately upon the vesting dates (assuming continued service through the vesting dates and achievement of specified performance goals).

	/s/ Luis A. Muller, by Power of Attorney	03/17/2026
	** 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.
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