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[Form 4] nLIGHT, Inc. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Form 4 for nLIGHT (LASR) filed 08/07/2025 details CEO & President Scott H. Keeney’s receipt of 233,334 restricted stock units (RSUs).

The RSUs were subject to performance- and service-based conditions. On 08/05/2025 the Compensation Committee certified that all performance targets were achieved, so 100 % of the award will vest on 08/14/2025, provided Keeney remains employed. The grant required no cash outlay (price $0).

  • Transaction code: A (award/grant).
  • Shares acquired: 233,334 RSUs.
  • Total beneficial ownership after grant: 1,439,874 shares (common + unvested RSUs).

The transaction is a non-open-market equity award intended to align executive incentives; it entails negligible immediate cash impact but will add modest dilution when the RSUs settle.

Positive
  • Achievement of performance targets triggered full vesting of 233,334 RSUs, indicating operational goals were met.
  • CEO’s beneficial ownership increases to 1.44 M shares, further aligning executive and shareholder interests.
Negative
  • Potential dilution of approximately 233,334 shares once RSUs convert to common stock.

Insights

TL;DR: Routine RSU grant; confirms performance goals met, modest dilution, neutral near-term share-price impact.

The award signals management met internal performance hurdles, which can be viewed as a positive operational indicator. However, because the shares are issued at no cost and were already part of the incentive plan, the event is largely expected and creates only slight dilution (≈0.5 % of basic shares). There is no cash flow effect and no open-market buying signal. Overall, I classify the filing as informational rather than market-moving.

TL;DR: Performance-based RSUs reinforce pay-for-performance alignment, favorable for governance assessment.

Granting RSUs contingent on goal achievement, then certifying 100 % attainment, demonstrates the board’s use of objective metrics and links compensation to results. The vesting date only nine days after certification ensures swift realization of earned value, supporting retention. While dilution is minor, the added share ownership deepens the CEO’s equity stake, which many investors regard as positive for long-term alignment.

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).
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)
08/05/2025
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 08/05/2025 A 233,334(1) A $0 1,439,874(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. Represents an equal number of restricted stock units ("RSUs"). Each RSU represents the right to receive a share of the Issuer's common stock on the date it vests. These RSUs were granted subject to performance- and service-based vesting requirements. On August 5, 2025, the Compensation Committee of the Issuer's Board of Directors certified the level of achievement of the performance-based conditions. As a result, one hundred percent (100%) of the RSUs will vest on August 14, 2025, subject to continued service with the Issuer through such date.
2. Includes common stock owned and unvested restricted stock units.
Remarks:
/s/ Julie Dimmick, as attorney-in-fact 08/07/2025
** 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 shares did LASR's CEO acquire in the latest Form 4?

Scott H. Keeney was granted 233,334 RSUs.

When will the RSUs reported for LASR vest?

All the RSUs are scheduled to vest on August 14, 2025.

Did the CEO pay anything for these LASR shares?

No. The RSUs were granted at $0 cost to the executive.

What is Scott Keeney’s total LASR share ownership after the grant?

His beneficial ownership is 1,439,874 shares, including unvested RSUs.

Was this an open-market purchase of LASR stock?

No. It was a non-market RSU award (transaction code A).

What positions does Scott Keeney hold at nLIGHT?

He is President, Chief Executive Officer, and a Director.
Nlight

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