IPG Photonics (NASDAQ: IPGP) CRO reports tax-withholding of 3,402 shares

Rhea-AI Filing Summary

IPG Photonics senior vice president and chief revenue officer Trevor Ness reported a tax-related share disposition. On March 1, 2026, 3,402 shares of common stock were withheld at $131.57 per share to cover taxes on vested restricted stock units. After this withholding, Ness directly holds 38,425 common shares.

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^*

Ness Trevor

(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		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Chief Revenue Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026		F		3,402(1)	D	$131.57	38,425	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 withheld to cover taxes for restricted stock units which have vested.

Remarks:

	/s/ Adam N. King, Attorney-in-Fact	03/03/2026
	** 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.
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FAQ

What insider transaction did IPGP executive Trevor Ness report on this Form 4?

Trevor Ness reported a tax-withholding disposition of IPG Photonics common stock. On March 1, 2026, 3,402 shares were withheld to cover taxes on vested restricted stock units, rather than sold in an open-market transaction.

How many IPG Photonics (IPGP) shares were disposed of for taxes by Trevor Ness?

Trevor Ness had 3,402 IPG Photonics common shares withheld to satisfy tax obligations. The shares were connected to restricted stock units that vested, and the disposition was classified as a tax-withholding event under transaction code F, not an ordinary market sale.

At what price were Trevor Ness’s IPGP shares withheld for taxes?

The withheld IPG Photonics shares were valued at $131.57 per share. This price is used solely for reporting the tax-withholding disposition of 3,402 common shares tied to vested restricted stock units, rather than indicating a negotiated market trade price.

How many IPG Photonics (IPGP) shares does Trevor Ness own after this transaction?

After the tax-withholding disposition, Trevor Ness directly holds 38,425 IPG Photonics common shares. This post-transaction balance reflects his remaining direct ownership following withholding of 3,402 shares to cover taxes on vested restricted stock units.

What does transaction code F mean in the Trevor Ness IPGP Form 4 filing?

Transaction code F indicates payment of a tax liability or exercise price with securities. In Trevor Ness’s case, 3,402 shares of IPG Photonics common stock were withheld to cover taxes owed on vested restricted stock units, not sold on the open market.

Is Trevor Ness’s IPGP Form 4 transaction an open-market sale of shares?

The reported transaction is not an open-market sale. It is a tax-withholding disposition where 3,402 shares were withheld to cover taxes on vested restricted stock units, as described in the footnote, rather than shares being sold to outside buyers.