IPG Photonics (NASDAQ: IPGP) insider uses shares to cover RSU taxes

Rhea-AI Filing Summary

IPG Photonics insider activity shows a routine tax-related share disposition. SVP and Chief Scientist Igor Samartsev delivered 836 shares of common stock on March 1, 2026 to cover taxes on vested restricted stock units at $131.57 per share. After this tax-withholding disposition, he directly holds 10,449 common shares.

The filing also lists substantial indirect holdings in IPG Photonics common stock held by his spouse and a series of family trusts and related vehicles, with individual positions such as 113,265 shares by his wife and 235,972 shares by Trust-I May 2017. Director Natalia Pavlova is reported as an indirect beneficial owner of these shares as Dr. Samartsev’s spouse.

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

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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^*

Samartsev Igor

(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 Scientist

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)

	Form filed by One Reporting Person
X	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		836(1)	D	$131.57	10,449	D(2)
Common Stock								113,265	I	By Wife
Common Stock								10,000	I	By Wife's Mother
Common Stock								1,200	I	By Trust 2015
Common Stock								176,400	I	By Trust Sept. 2015
Common Stock								20,983	I	By Trust-G4 2016
Common Stock								20,982	I	By Trust-I 2016
Common Stock								93,752	I	By Trust May 2017
Common Stock								235,972	I	By Trust-I May 2017
Common Stock								28,908	I	By Grantor Retained Annuity Trust November 2022
Common Stock								122,225	I	By Grantor Retained Annuity Trust I September 2025
Common Stock								121,951	I	By Grantor Retained Annuity Trust II September 2025

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

1. Name and Address of Reporting Person^*

Samartsev Igor

(Last) (First) (Middle)

C/O IPG PHOTONICS CORPORATION

377 SIMARANO DRIVE

(Street)

MARLBOROUGH MA 01752

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Pavlova Natalia

(Last) (First) (Middle)

C/O IPG PHOTONICS CORPORATION

377 SIMARANO DRIVE

(Street)

MARLBOROUGH MA 01752

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. Represents shares withheld to cover taxes for restricted stock units which have vested.

2. Ms. Pavlova, a director, is an indirect beneficial owner of such shares as the spouse of Dr. Samartsev, an officer.

Remarks:

	/s/ Adam N. King, Attorney-in-Fact for Natalia Pavlova and Igor Samartsev	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 IPG Photonics (IPGP) report for March 1, 2026?

IPG Photonics reported that SVP and Chief Scientist Igor Samartsev delivered 836 common shares on March 1, 2026 to cover taxes on vested restricted stock units, a non-market tax-withholding disposition rather than an open-market purchase or sale.

How many IPG Photonics shares were used to cover Igor Samartsev’s tax liability?

The filing shows 836 IPG Photonics common shares were delivered to satisfy tax withholding obligations tied to vested restricted stock units, at a reported price of $131.57 per share. This reduced his directly held shares but reflects a routine compensation-related event.

How many IPG Photonics shares does Igor Samartsev hold directly after this Form 4?

After the March 1, 2026 tax-withholding disposition, Igor Samartsev directly holds 10,449 IPG Photonics common shares. This figure is reported as his total direct ownership following the transaction, separate from the larger indirect holdings attributed through family members and trusts.

What indirect IPG Photonics holdings are associated with Igor Samartsev and family trusts?

The Form 4 lists multiple indirect IPG Photonics common stock holdings, including 113,265 shares by his wife and large positions such as 176,400 shares by Trust Sept. 2015 and 235,972 shares by Trust-I May 2017, plus several additional trusts and related entities.

What role does director Natalia Pavlova have in the IPG Photonics share holdings?

Director Natalia Pavlova is identified as an indirect beneficial owner of IPG Photonics shares as the spouse of officer Igor Samartsev. The filing explains that her beneficial ownership arises through his and related family and trust holdings, rather than through a separate direct transaction.

Was the IPG Photonics insider transaction a sale into the market or tax withholding?

The transaction is described as a tax-withholding disposition, where 836 shares were delivered to cover tax liabilities from vested restricted stock units. It is coded as a Form 4 “F” transaction rather than an open-market buy or sell of IPG Photonics shares.