IPG Photonics (NASDAQ: IPGP) 10% owner sells shares via 10b5-1

Rhea-AI Filing Summary

IPG Photonics 10% owner Valentin Gapontsev Trust I reported a series of open-market sales of common stock carried out under a Rule 10b5-1 trading plan adopted on June 13, 2025.

The trust sold shares on January 12–14, 2026 at prices ranging from about $75.47 to $78.75 per share, as reflected in multiple trades with weighted-average prices between $76.20 and $78.55. After these transactions, the trust beneficially owned 6,801,051 shares of IPG Photonics common stock directly.

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^*

Valentin Gapontsev Trust I

(Last) (First) (Middle)

3 EXECUTIVE PARK DRIVE, SUITE 302

(Street)

BEDFORD NH 03110

(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)
01/12/2026

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	01/12/2026		S		16,065	D(1)	$76.2(2)	6,843,534	D
Common Stock	01/12/2026		S		1,928	D(1)	$76.69(3)	6,841,606	D
Common Stock	01/13/2026		S		16,752	D(1)	$76.71(4)	6,824,854	D
Common Stock	01/13/2026		S		6,277	D(1)	$77.7(5)	6,818,577	D
Common Stock	01/14/2026		S		3,667	D(1)	$77.19(6)	6,814,910	D
Common Stock	01/14/2026		S		13,159	D(1)	$77.63(7)	6,801,751	D
Common Stock	01/14/2026		S		700	D(1)	$78.55(8)	6,801,051	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 $75.47 to $76.45 per share. The weighted average price per share was $76.20. 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 $76.61 to $76.82 per share. The weighted average price per share was $76.69. 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 $76.29 to $77.24 per share. The weighted average price per share was $76.71. 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 $77.31 to $78.00 per share. The weighted average price per share was $77.70. 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.

6. The reported transaction involves sale transactions ranging from $76.31 to $77.30 per share. The weighted average price per share was $77.19. 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.

7. The reported transaction involves sale transactions ranging from $77.31 to $78.22 per share. The weighted average price per share was $77.63. 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.

8. The reported transaction involves sale transactions ranging from $78.34 to $78.75 per share. The weighted average price per share was $78.55. 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 for Valentin Gapontsev Trust I	01/14/2026
	** 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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FAQ

Who reported the insider transactions in IPG Photonics (IPGP)?

The reporting person is Valentin Gapontsev Trust I, which is identified as a 10% owner of IPG Photonics.

What type of transactions did Valentin Gapontsev Trust I report for IPGP?

The trust reported open-market sales of IPG Photonics common stock, coded as transaction type S (sale) in non-derivative securities.

When did the reported IPG Photonics share sales take place?

The common stock sales occurred on January 12, 2026, January 13, 2026, and January 14, 2026.

At what prices were IPG Photonics (IPGP) shares sold in this Form 4?

Footnotes state that the sales involved price ranges from about $75.47 to $78.75 per share, with weighted-average prices between $76.20 and $78.55.

How many IPG Photonics shares did the reporting trust hold after the transactions?

After the last reported sale, Valentin Gapontsev Trust I beneficially owned 6,801,051 shares of IPG Photonics common stock directly.

Were the IPG Photonics stock sales made under a Rule 10b5-1 plan?

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