LASR Form 4: CEO Scott Keeney trims stake, still holds 1.2M shares

Rhea-AI Filing Summary

On June 26, 2025, nLIGHT, Inc. (ticker LASR) President & CEO Scott H. Keeney filed a Form 4 disclosing the sale of 33,682 common shares at a weighted-average price of $19.53 per share. The disposition was executed under a Rule 10b5-1 trading plan adopted on June 12, 2024, reducing potential concerns about opportunistic timing. Following the transaction, Keeney’s direct beneficial ownership stands at 1,206,540 shares, which includes unvested restricted stock units. No derivative security transactions were reported.

The sale represents roughly 2.8% of the executive’s reported holdings, leaving him with a sizeable equity stake that continues to align his interests with shareholders. While insider sales can be interpreted as a cautionary signal, the modest scale relative to total ownership and the pre-arranged nature of the plan suggest limited fundamental impact on nLIGHT’s outlook.

Positive

• Sale executed under a pre-arranged Rule 10b5-1 plan, reducing the perception of opportunistic insider selling.
• CEO retains 1,206,540 shares, indicating continued significant alignment with shareholder interests.

Negative

• CEO sold 33,682 shares (≈2.8% of holdings), which can be perceived as a modest negative signal on near-term confidence.
• No insider purchases reported; disclosure only reflects share disposals.

Insights

Securities Analyst

TL;DR: CEO’s 33.7k-share 10b5-1 sale is mildly negative but immaterial to fundamentals; stake remains large.

The transaction trimmed about 2.8% of Scott Keeney’s position, generating roughly $0.66 million in proceeds at $19.53. Because the sale was executed under a pre-scheduled Rule 10b5-1 plan, it reduces concerns over timing based on non-public information. Keeney still controls more than 1.2 million shares, maintaining meaningful alignment with shareholders. From a valuation perspective, the sale volume is negligible relative to nLIGHT’s average daily trading volume and market capitalization, so I view the event as low impact for investors.

Corporate Governance Expert

TL;DR: Pre-planned trade limits governance risk; event is neutral for governance profile.

A Rule 10b5-1 framework signals adherence to best-practice compliance. The Form 4 discloses full pricing details and confirms remaining ownership, meeting transparency standards. No derivative or complex instruments were involved, and the CEO retains a sizeable stake, mitigating misalignment concerns. I classify the disclosure as routine and not materially impactful to governance risk assessments.

Insider Trade Summary

Net Seller: 33,682 shares ($657,809)

Net Sell 1 txn

Insider Keeney Scott H

Role President and CEO

Sold 33,682 shs ($658K)

Type	Security	Shares	Price	Value
Sale	Common Stock	33,682	$19.53	$658K

Holdings After Transaction: Common Stock — 1,206,540 shares (Direct)

Footnotes (1)

1. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on 6/12/2024. The reported transaction involves sale transactions from $19.00 to $19.93 per share. The weighted average price per share was $19.53. 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. Includes common stock owned and unvested restricted stock units.

Form 4 Insider Transactions: What Each Field Means →

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^*

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)
06/26/2025

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	06/26/2025		S		33,682(1)	D	$19.53(2)	1,206,540(3)	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 on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on 6/12/2024.

2. The reported transaction involves sale transactions from $19.00 to $19.93 per share. The weighted average price per share was $19.53. 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. Includes common stock owned and unvested restricted stock units.

Remarks:

	/s/ Julie Dimmick, as attorney-in-fact	06/30/2025
	** 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

How many LASR shares did CEO Scott H. Keeney sell on June 26, 2025?

He sold 33,682 common shares.

What was the weighted-average sale price reported in the Form 4?

The weighted-average price was $19.53 per share.

How many nLIGHT shares does the CEO still own after the sale?

He continues to beneficially own 1,206,540 shares (including unvested RSUs).

Was the insider transaction executed under a Rule 10b5-1 trading plan?

Yes. The Form 4 states it was under a Rule 10b5-1 plan adopted on June 12, 2024.

Did the filing report any derivative security transactions?

No. Table II shows no derivative security activity.

What roles does Scott H. Keeney hold at nLIGHT?

He is both President and Chief Executive Officer as well as a Director of the company.