[Form 4] IPG PHOTONICS CORP Insider Trading Activity

Rhea-AI Filing Summary

Insider sales under a pre-established plan reduced the Trust's stake in IPG Photonics. The Valentin Gapontsev Trust I reported three separate dispositions of common stock on September 15-16, 2025, totaling 66,500 shares sold under a Rule 10b5-1 trading plan adopted June 13, 2025. The transactions had weighted-average sale prices of $80.54, $81.15 and $80.67 across the respective blocks; the Form 4 shows the Trust's beneficial ownership declining from 7,087,705 shares after the first block to 7,059,099 shares after the final reported sale. The filing is signed by an attorney-in-fact and notes the Reporting Person will provide per-price breakdowns on request.

Positive

• Trades executed under a Rule 10b5-1 plan, indicating the sales were preauthorized and not necessarily based on undisclosed information
• Reporting Person offers transparency by committing to provide per-price share counts upon request

Negative

• Total of 66,500 shares sold, reducing the Trust's beneficial ownership from 7,087,705 to 7,059,099 shares across the reported transactions
• Insider disposition may be perceived negatively by some investors despite being under a pre-established plan

Insights

Securities Analyst

TL;DR: Insider sold 66,500 shares via a pre-set 10b5-1 plan; transactions are routine but reduce beneficial holdings modestly.

The three sales reported on 09/15/2025 and 09/16/2025 were executed under a Rule 10b5-1 plan adopted 06/13/2025, which indicates the trades were preauthorized and not opportunistic reactions to nonpublic information. The total shares sold equal 66,500, with weighted-average prices reported per block at $80.54, $81.15 and $80.67. Beneficial ownership declined from 7,087,705 to 7,059,099 shares across the reported transactions. For investors, the sales register as planned liquidity events rather than governance or operational red flags, but they do modestly lower the Trust's stake.

Corporate Governance Expert

TL;DR: Use of a 10b5-1 plan suggests compliance and advance planning; materiality depends on overall ownership percentage not disclosed here.

The filing explicitly states the trades were effected pursuant to a Rule 10b5-1 trading plan adopted June 13, 2025, and offers to provide detailed per-price share counts on request, demonstrating transparency. The Form 4 shows the Reporting Person is a Director and 10% owner checkbox is marked, but the filing does not state the Trust's percentage ownership of outstanding shares, so assessing material impact on control or voting power is not possible from this form alone.

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).

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)
09/15/2025

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	09/15/2025		S		37,894	D(1)	$80.54(2)	7,087,705	D
Common Stock	09/15/2025		S		14,426	D(1)	$81.15(3)	7,073,279	D
Common Stock	09/16/2025		S		14,180	D(1)	$80.67(4)	7,059,099	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 $79.95 to $80.95 per share. The weighted average price per share was $80.54. 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 $80.96 to $81.25 per share. The weighted average price per share was $81.15. 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 $79.99 to $80.79 per share. The weighted average price per share was $80.67. 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	09/16/2025
	** 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 IPGP report on the Form 4?

The Valentin Gapontsev Trust I reported three sales on 09/15/2025 and 09/16/2025 totaling 66,500 shares sold.

Were the IPGP sales part of a trading plan?

Yes. The Form 4 states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted on June 13, 2025.

What prices were reported for the IPGP share sales?

The reported transactions had weighted-average prices of $80.54, $81.15, and $80.67 for the respective blocks.

How did the Trust's beneficial ownership change after the sales?

Beneficial ownership reported after the transactions decreased sequentially to 7,087,705, 7,073,279, and 7,059,099 shares.

Who signed the Form 4 for the Reporting Person?

The Form 4 is signed by Adam N. King, Attorney-in-Fact for Valentin Gapontsev Trust I on 09/16/2025.