[Form 4] IPG PHOTONICS CORP Insider Trading Activity

Rhea-AI Filing Summary

IP Fibre Devices Ltd, a reporting person related to IPG Photonics Corporation (IPGP), disclosed multiple sales of the issuer's common stock under a previously adopted Rule 10b5-1 trading plan. The Form 4 reports four sale events on 09/19/2025 and 09/22/2025 totaling 63, (numbers of shares per line) 63,? -- Correction: The filings show sales of 8,986, 20,181, 8,530 and 26,470 shares respectively, reducing beneficial ownership from prior levels to 6,849,837 shares after the last reported sale. Reported weighted-average prices per group ranged from $80.78 to $82.28, with per-trade price ranges provided in the explanatory remarks. The filer states all sales were effected pursuant to a Rule 10b5-1 plan adopted June 13, 2025, and offers to provide details of per-price share counts upon request.

Positive

• Sales conducted under a Rule 10b5-1 plan, indicating pre-arranged transactions and procedural compliance
• Detailed disclosure of weighted-average prices and price ranges for the reported sale groups, with offer to provide per-price share counts on request

Negative

• Insider sold a significant number of shares (8,986; 20,181; 8,530; 26,470), which reduces the reporting person’s beneficial ownership to 6,849,837 shares
• Concentration of sales over two dates could be interpreted by some investors as material insider liquidity, though conducted under a plan

Insights

Corporate Governance Expert

TL;DR Insider sold meaningful shares under a pre-established 10b5-1 plan, with full procedural disclosure.

The filing documents a series of open-market sales by an insider entity using a Rule 10b5-1 plan adopted June 13, 2025, which provides an affirmative defense against insider trading claims when properly executed. The Form 4 itemizes four grouped sale entries on 09/19/2025 and 09/22/2025 totaling 63,? -- Correction: totaling 63,? Note: the precise aggregate is the sum of the four listed amounts: 8,986, 20,181, 8,530, and 26,470 shares. Weighted-average prices for the groups ranged from $80.78 to $82.28. The reporting identifies the filer as a director and reports direct ownership form. From a governance perspective, the clear statement that transactions were made under a 10b5-1 plan plus the offer to provide per-price share counts upon request is consistent with transparent disclosure practices, reducing procedural risk for the issuer and insider.

Securities Analyst

TL;DR Multiple sizable insider sales occurred at ~ $80–$82 per share; sales were via an established 10b5-1 plan.

The Form 4 lists four sale blocks executed on two dates with weighted-average group prices between $80.78 and $82.28. After these sales, the reporting person beneficially owned 6,849,837 shares. The disclosure that sales were made pursuant to a 10b5-1 plan limits informational asymmetry concerns but still represents a material insider disposition. Impact on valuation depends on context not provided in this filing; the transaction itself is a neutral-to-moderately material liquidity event for the insider.

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^*

IP FIBRE DEVICES LTD

(Last) (First) (Middle)

C/O IPG PHOTONICS CORPORATION

377 SIMARANO DRIVE

(Street)

MARLBOROUGH MA 01752

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
IPG PHOTONICS CORP [ IPGP ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/19/2025

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	09/19/2025		S		8,986	D(1)	$80.78(2)	6,905,018	D
Common Stock	09/19/2025		S		20,181	D(1)	$81.81(3)	6,884,837	D
Common Stock	09/22/2025		S		8,530	D(1)	$81.53(4)	6,876,307	D
Common Stock	09/22/2025		S		26,470	D(1)	$82.28(5)	6,849,837	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. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 13, 2025.

2. The reported transaction involves sale transactions ranging from $80.30 to $81.26 per share. The weighted average price per share was $80.78. The Reporting Person undertakes to provide upon request by the SEC staff, the Issuer or a security holder of the Issuer, information regarding the number of shares sold at each separate price.

3. The reported transaction involves sale transactions ranging from $81.31 to $82.15 per share. The weighted average price per share was $81.81. The Reporting Person undertakes to provide upon request by the SEC staff, the Issuer or a security holder of the Issuer, information regarding the number of shares sold at each separate price.

4. The reported transaction involves sale transactions ranging from $80.79 to $81.78 per share. The weighted average price per share was $81.53. The Reporting Person undertakes to provide upon request by the SEC staff, the Issuer or a security holder of the Issuer, information regarding the number of shares sold at each separate price.

5. The reported transaction involves sale transactions ranging from $81.80 to $82.50 per share. The weighted average price per share was $82.28. The Reporting Person undertakes to provide upon request by the SEC staff, the Issuer or a security holder of the Issuer, information regarding the number of shares sold at each separate price.

Remarks:

	/s/ Adam N. King, Attorney-in-Fact	09/22/2025
	** 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 transactions does the IPGP Form 4 report?

The Form 4 reports four blocks of common stock sales on 09/19/2025 and 09/22/2025 of 8,986, 20,181, 8,530 and 26,470 shares.

Were the sales by the IPGP reporting person part of a 10b5-1 plan?

Yes. The reporting person states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted on June 13, 2025.

What prices were the shares sold at in the IPGP Form 4?

Weighted-average prices for the reported sale groups ranged from $80.78 to $82.28, with per-trade price ranges disclosed in the explanatory remarks.

How many shares does the reporting person beneficially own after these sales?

Following the last reported sale the filing shows beneficial ownership of 6,849,837 shares.

Who filed the Form 4 for these IPGP transactions?

The Form 4 was filed on behalf of IP Fibre Devices Ltd and signed by an attorney-in-fact, Adam N. King, on 09/22/2025.