AEye CEO awarded new stock and performance units

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Form Type

Rhea-AI Filing Summary

AEye, Inc. CEO Matthew Fisch reported equity awards that increase his direct holdings. On February 11, 2026, he received 834,724 restricted stock units and 834,724 performance stock units, each at a price of $0 per unit. The restricted stock units convert into common stock on a one-for-one basis and vest in equal quarterly installments over twelve calendar quarters beginning February 15, 2026. The performance stock units vest in three tranches tied to AEye’s stock price, based on a five-day trailing average, reaching $3.00, $4.00, and $5.00 per share, respectively, with any unvested PSUs forfeited after December 31, 2030. Following the stock grant, Fisch directly beneficially owns 1,151,703 shares of AEye common stock.

Insider Trade Summary

Net Buyer: 834,724 shares

Net Buy 2 txns

Insider Fisch Matthew

Role CEO

Type	Security	Shares	Price	Value
Grant/Award	Performance Stock Units	834,724	$0.00	$0.00
Grant/Award	Common Stock	834,724	$0.00	$0.00

Holdings After Transaction: Performance Stock Units — 834,724 shares (Direct); Common Stock — 1,151,703 shares (Direct)

Footnotes (3)

F1. Represents restricted stock units which convert into common stock on a one-for-one basis at vesting. The Reporting Person received a restricted stock unit award which vests as to 1/12th of the total shares on the 15th day of the second month of each calendar quarter for a period of twelve (12) calendar quarters beginning on February 15, 2026.
F2. Each performance stock unit ("PSU") is the economic equivalent of a share of common stock and represents the right to receive one share of common stock at vesting, unless sufficient shares are not available in the Company's 2021 Equity Incentive Plan, in which case the PSUs will be settled in cash based on the 5-day trailing average closing price of the Company's stock.
F3. The PSUs will incrementally vest when the Company's closing price, as reported on NASDAQ, based on a five-day trailing average: (i) meets or exceeds $3.00 per share, as to one-third of the PSUs; (ii) meets or exceeds $4.00 per share, as to one-third of the PSUs; and (iii) meets or exceeds $5.00 per share, as to one-third of the PSUs. To the extent any PSUs have not vested by December 31, 2030, such PSUs shall be forfeited in their entirety.

FAQ

What insider transaction did AEye (LIDR) report for CEO Matthew Fisch?

AEye reported that CEO Matthew Fisch received equity awards on February 11, 2026, including restricted stock units and performance stock units. These awards increase his direct beneficial ownership and are tied to time-based vesting and future stock price performance conditions.

How many AEye (LIDR) shares does CEO Matthew Fisch own after this Form 4?

After the reported grant, CEO Matthew Fisch beneficially owns 1,151,703 shares of AEye common stock directly. This total reflects the newly awarded restricted stock units that convert one-for-one into shares as they vest over the specified quarterly schedule.

What restricted stock units were granted to AEye (LIDR) CEO Matthew Fisch?

Fisch received 834,724 restricted stock units that convert into common stock one-for-one. The award vests as to one-twelfth of the total units on the 15th day of the second month of each calendar quarter over twelve calendar quarters starting February 15, 2026.

How do the performance stock units for AEye (LIDR) CEO Matthew Fisch vest?

The 834,724 performance stock units vest in three equal tranches when AEye’s five-day average closing price reaches $3.00, $4.00, and $5.00 per share. Any PSUs that have not vested by December 31, 2030 are forfeited entirely under the award terms.

Can AEye (LIDR) performance stock units be settled in cash instead of shares?

Yes. Each performance stock unit is economically equivalent to one share, but if sufficient shares are not available under AEye’s 2021 Equity Incentive Plan, the units will be settled in cash based on the five-day trailing average closing price of the company’s stock.

What is the exercise price of the AEye (LIDR) performance stock units granted?

The performance stock units granted to CEO Matthew Fisch have an exercise or conversion price of $0 per unit. They deliver value only upon vesting, which depends on AEye’s stock price reaching specified thresholds before the December 31, 2030 forfeiture date.

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Accepted by SEC EDGAR 02/11/2026 - 04:17 PM

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^*

Fisch Matthew

(Last)

(First)

(Middle)

4670 WILLOW ROAD

(Street)

PLEASANTON

94588

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AEye, Inc. [ LIDR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/11/2026		A		834,724⁽¹⁾	A	$0	1,151,703	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance Stock Units	⁽²⁾	02/11/2026		A		834,724		⁽³⁾	12/31/2030	Common Stock	834,724	$0	834,724	D

Explanation of Responses:

1. Represents restricted stock units which convert into common stock on a one-for-one basis at vesting. The Reporting Person received a restricted stock unit award which vests as to 1/12th of the total shares on the 15th day of the second month of each calendar quarter for a period of twelve (12) calendar quarters beginning on February 15, 2026.

2. Each performance stock unit ("PSU") is the economic equivalent of a share of common stock and represents the right to receive one share of common stock at vesting, unless sufficient shares are not available in the Company's 2021 Equity Incentive Plan, in which case the PSUs will be settled in cash based on the 5-day trailing average closing price of the Company's stock.

3. The PSUs will incrementally vest when the Company's closing price, as reported on NASDAQ, based on a five-day trailing average: (i) meets or exceeds $3.00 per share, as to one-third of the PSUs; (ii) meets or exceeds $4.00 per share, as to one-third of the PSUs; and (iii) meets or exceeds $5.00 per share, as to one-third of the PSUs. To the extent any PSUs have not vested by December 31, 2030, such PSUs shall be forfeited in their entirety.

	/s/ Siraj Husain by power of attorney previously filed	02/11/2026
	** 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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Source: View Original Filing on SEC EDGAR