[Form 4] Photronics Inc Insider Trading Activity

Rhea-AI Filing Summary

Photronics Inc. (PLAB) – Form 4 insider transaction filed 06/20/2025.

Director Kang Jyh Lee exercised 28,118 non-qualified stock options on 06/18/2025 at an exercise price of $12.13 and immediately sold the same 28,118 common shares at a weighted-average price of $18.399. The option stemmed from a 01/04/2016 grant.

After these transactions, Lee’s direct ownership declined from 560,218 to 532,100 shares, a reduction of roughly 5%. He retains 4,882 unexercised options.

No additional derivative activity or 10b5-1 plan was disclosed. The filing contains no information on company performance, strategy, or outlook; it strictly records the insider’s changes in beneficial ownership.

Positive

• Director retains 532,100 shares, preserving significant insider alignment.
• Prompt Section 16 filing demonstrates compliance and transparency.

Negative

• 28,118-share sale (~5% of holding) may be interpreted as reduced insider confidence.
• No 10b5-1 plan cited, implying discretionary sale timing that could raise questions among governance-focused investors.

Insights

Financial Analyst

TL;DR: Director sold 28k shares (~5% stake) after option exercise; modest insider selling, limited fundamental signal.

The sale follows the cashless exercise of options granted in 2016, locking in a spread of about $6.27 per share. While insider selling can be viewed cautiously, the 28,118-share disposition is relatively small versus Lee’s remaining 532,100 shares and does not materially alter insider ownership structure. No 10b5-1 plan is indicated, suggesting discretionary timing, but the transaction alone does not imply adverse fundamentals. Impact to valuation is negligible; investors may watch for further sales that might signal a trend.

Corporate Governance Specialist

TL;DR: Routine Form 4, exercise-and-sell; governance risk minimal, monitoring advised.

This is a standard option exercise ahead of a 01/04/2026 expiration. The director complied with Section 16 reporting within two business days, indicating good governance practices. Remaining equity stake keeps alignment with shareholders. Because the shares were sold rather than retained, the market could perceive limited long-term commitment, yet volume is minor relative to daily trading and float. I classify the disclosure as not impactful unless further insider selling follows.

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^*

Lee Kang Jyh

(Last) (First) (Middle)

15 SECOR ROAD

(Street)

BROOKFIELD CT 06804

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PHOTRONICS INC [ PLAB ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025

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	06/18/2025		M		28,118	A	$12.13	560,218	D
COMMON STOCK	06/18/2025		S		28,118	D	$18.399(1)	532,100	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
Non-qualified Stock Option (right to buy)	$12.13	06/18/2025		M			28,118	(2)	01/04/2026	Common Stock	28,118	$0	4,882	D

Explanation of Responses:

1. These shares were sold in multiple transactions at prices ranging from $18.30 to $18.53. The price reported is a weighted average. The reporting person undertakes to provide, upon request by the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.

2. Represents the exercise of 28,118 Non-Qualified Stock Options granted on January 4, 2016, at an exercise price of $12.13. The grant has a graded vesting schedule; the date exercisable will vary for each vesting tranche.

	/s/Brandon DeSocio, attorney-in-fact for Kang Jyh Lee	06/20/2025
	** 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 PLAB Director Kang Jyh Lee do on 06/18/2025?

He exercised 28,118 stock options at $12.13 and sold the same number of shares at a weighted-average $18.399.

How many Photronics shares does the director still own after the sale?

Lee reports 532,100 common shares held directly after the transactions.

Were the option exercises part of a 10b5-1 trading plan?

The Form 4 does not indicate that the transactions were executed under a Rule 10b5-1 plan.

What is the remaining unexercised option balance?

Lee retains 4,882 non-qualified stock options following the reported exercise.

Is this insider sale significant for PLAB investors?

The 28,118-share sale represents about 5% of Lee’s stake and is considered modest; by itself it is unlikely to materially impact valuation.