[Form 4] nLIGHT, Inc. Insider Trading Activity

Rhea-AI Filing Summary

nLIGHT, Inc. director and President/CEO Scott H. Keeney reported two small sales of common stock on August 18 and August 19, 2025, totaling 36,408 shares at prices of $26.69 and $26.28 respectively. The filings state the sales were made to satisfy tax withholding obligations arising from the vesting and settlement of restricted stock units under the issuer's mandatory "sell to cover" election and were not discretionary trades by the reporting person. Following the transactions, the report shows beneficial ownership of 2,603,466 shares, which includes both vested shares and unvested restricted stock units.

Insights

Corporate Governance Expert

TL;DR: Routine, non-discretionary sell-to-cover transactions by the CEO/director to satisfy tax withholding; not indicative of voluntary liquidation.

The Form 4 discloses two consecutive sell transactions explicitly labeled as tax-withholding "sell to cover" activity tied to RSU vesting. Such transactions are common governance-driven administrative events and usually carry limited information about management's view of company prospects because the issuer mandated the withholding approach. The disclosure clarifies the sales were required and not discretionary, reducing likelihood of negative market signaling. Ownership post-transactions remains material at over 2.6 million shares including unvested RSUs.

Securities Analyst

TL;DR: Small insider sales to satisfy taxes; transaction sizes are modest relative to total reported holdings and present minimal market impact.

Two disposals totaling 36,408 shares at ~$26.3 per share are documented with explicit explanation that they covered tax withholding on RSU settlement. The transactions occurred on consecutive days and reduced beneficially owned shares from 2,621,810 to 2,603,466 as reported. Because the form states the sales were mandated by the issuer's sell-to-cover policy, these trades should be treated as administrative rather than signaling management sentiment on operations or valuation.

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
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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^*

Keeney Scott H

(Last) (First) (Middle)

4637 NW 18TH AVENUE

(Street)

CAMAS WA 98607

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NLIGHT, INC. [ LASR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2025

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	08/18/2025		S		18,064(1)	D	$26.69	2,621,810(2)	D
Common Stock	08/19/2025		S		18,344(1)	D	$26.28	2,603,466(2)	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 sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units. The sale is mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person.

2. Includes common stock owned and unvested restricted stock units.

Remarks:

	/s/ Julie Dimmick, as attorney-in-fact	08/20/2025
	** 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 did Scott H. Keeney report on Form 4 for LASR?

The report discloses two sales of common stock on 08/18/2025 and 08/19/2025 totaling 36,408 shares at prices of $26.69 and $26.28 respectively.

Why were the shares sold according to the Form 4?

The filing states the sales were made to satisfy tax withholding obligations related to vesting and settlement of restricted stock units under a mandatory "sell to cover" election.

How many shares does the reporting person beneficially own after the transactions?

The Form 4 shows 2,603,466 shares beneficially owned after the reported transactions, which includes unvested restricted stock units.

Is this sale considered discretionary insider selling?

No. The filing explicitly states the sale was mandated by the issuer's election to require sell-to-cover for tax withholding and was not a discretionary transaction by the reporting person.

What is the reporting person’s role at nLIGHT (LASR)?

The reporting person, Scott H. Keeney, is listed as both a Director and the company's President and CEO.