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[Form 4] nLIGHT, Inc. Insider Trading Activity

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

nLIGHT, Inc. (LASR) Form 4: The reporting person, James Nias, Chief Accounting Officer and director, reported two small open-market sales of common stock executed to satisfy tax withholding on vested restricted stock units. On 08/18/2025 he sold 559 shares at $26.69, reducing total reported beneficial ownership to 102,523 shares. On 08/19/2025 he sold another 559 shares at $26.28, reducing ownership to 101,964 shares. The filings state these were mandatory "sell to cover" transactions tied to tax withholding and not discretionary trades.

Positive
  • Transactions are clearly disclosed with dates, share counts, and prices for transparency
  • Sales were non-discretionary "sell to cover" transactions tied to tax withholding from RSU vesting
  • Form 4 filed and signed by attorney-in-fact, indicating procedural compliance
Negative
  • Reported beneficial ownership decreased from 102,523 to 101,964 shares after the transactions
  • Insider executed open-market sales (559 shares on 08/18/2025 and 559 shares on 08/19/2025) which slightly reduces insider-held equity

Insights

TL;DR: Two small, non-discretionary "sell to cover" transactions by an officer reduced reported holdings by 559 shares twice.

The sales were explicitly described as mandatory sales to satisfy tax withholding obligations arising from RSU vesting, which reduces the likelihood that these trades signal a change in insider sentiment. Each transaction involved 559 shares executed at market prices of $26.69 and $26.28 on consecutive days, with beneficial ownership reported at 102,523 and then 101,964 shares. For investors, this is a routine administrative disposition rather than an active portfolio rebalancing or directional bet by management. Impact on capitalization is immaterial based on the reported share quantities alone.

TL;DR: Disclosure is clear; transactions were compliant with a company-mandated withholding method.

The Form 4 includes an explicit explanation that the issuer requires "sell to cover" for tax withholding, and an attorney-in-fact signed the filing, indicating proper procedure. The report lists the reporter's role as Chief Accounting Officer and director, establishing control person status and the importance of prompt Section 16 reporting. These filings fulfill transparency obligations and provide a complete record of the officer's post-vest share movements.

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*
Nias James

(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Accounting Officer
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 559(1) D $26.69 102,523(2) D
Common Stock 08/19/2025 S 559(1) D $26.28 101,964(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 James Nias report on the Form 4 for LASR?

He reported two sales of 559 shares each on 08/18/2025 and 08/19/2025 executed to cover tax withholding from vested RSUs.

Were these discretionary insider sales?

No; the filing states the sales were mandatory "sell to cover" transactions required to satisfy tax withholding obligations.

At what prices were the shares sold?

$26.69 per share on 08/18/2025 and $26.28 per share on 08/19/2025.

How did the transactions change beneficial ownership?

Beneficial ownership decreased to 102,523 shares after the first sale and to 101,964 shares after the second sale.

What is the reporting person's role at nLIGHT?

He is listed as Chief Accounting Officer and a director on the Form 4.
Nlight

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