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Tower Semiconductor (TSEM) president discloses ordinary share and RSU holdings

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Tower Semiconductor Ltd officer Marco Racanelli, listed as President, reports his beneficial ownership of ordinary shares and restricted stock units. The filing lists several direct holdings of ordinary shares, each with its own post-transaction balance, reflecting different grant or account entries.

Footnotes explain that the reported positions include restricted stock units (RSUs), each representing a contingent right to receive one ordinary share of Tower Semiconductor. Some RSUs are already vested, while additional tranches are scheduled to vest between December 11, 2026 and March 31, 2029, conditioned on his continued service through each vesting date.

Positive

  • None.

Negative

  • None.
Insider Racanelli Marco
Role President
Type Security Shares Price Value
holding Ordinary Shares -- -- --
holding Ordinary Shares -- -- --
holding Ordinary Shares -- -- --
holding Ordinary Shares -- -- --
holding Ordinary Shares -- -- --
holding Ordinary Shares -- -- --
Holdings After Transaction: Ordinary Shares — 13,286 shares (Direct, null)
Footnotes (1)
  1. These shares were issued upon vesting of previously granted RSU's The Reporting Person was granted restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of ordinary stock of Tower Semiconductor Ltd. (the "Company"). 469 are already vested and the remaining 2,348 will vest on 12/11/2026, subject to the Reporting Persons continued service through each vesting date. The Reporting Person was granted restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of ordinary stock of Tower Semiconductor Ltd. (the "Company"). 1,673 are already vested and the remaining 31,334 will vest on 03/19/2027, subject to the Reporting Persons continued service through each vesting date. The Reporting Person was granted restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of ordinary stock of Tower Semiconductor Ltd. (the "Company"). 29,168 will vest on 05/27/2027, subject to the Reporting Persons continued service through each vesting date. The Reporting Person was granted restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of ordinary stock of Tower Semiconductor Ltd. (the "Company"). 17,616 will vest on 03/26/2027 and the remaining 17,621 will vest on 03/26/2028, subject to the Reporting Persons continued service through each vesting date. The Reporting Person was granted restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of ordinary stock of Tower Semiconductor Ltd. (the "Company"). 2,598 will vest on 03/31/2027, additional 2,598 will vest on 03/31/2028 and the remaining 2,600 will vest on 03/31/2029, subject to the Reporting Persons continued service through each vesting date.
Ordinary share holding example 7,796 shares Direct ordinary shares, total following transaction entry
Ordinary share holding example 35,237 shares Direct ordinary shares, total following another transaction entry
RSUs vesting 12/11/2026 2,348 RSUs Future vesting tranche, subject to continued service
RSUs vesting 03/19/2027 31,334 RSUs Future vesting tranche, subject to continued service
RSUs vesting 05/27/2027 29,168 RSUs Future vesting tranche, subject to continued service
RSUs vesting 03/26/2027 and 03/26/2028 17,616 and 17,621 RSUs Two vesting tranches tied to continued service
RSUs vesting 2027–2029 2,598, 2,598, 2,600 RSUs Tranches vesting 03/31/2027, 03/31/2028, 03/31/2029
restricted stock units financial
"The Reporting Person was granted restricted stock units ("RSUs"), each of which represents a contingent right to receive one share"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
RSUs financial
"These shares were issued upon vesting of previously granted RSU's"
RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.
contingent right financial
"each of which represents a contingent right to receive one share of ordinary stock"
vest financial
"the remaining 2,348 will vest on 12/11/2026, subject to the Reporting Persons continued service"
A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.
continued service financial
"subject to the Reporting Persons continued service through each vesting date"
SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Racanelli Marco

(Last)(First)(Middle)
25762 DILLON ROAD

(Street)
LAGUNA HILLS CALIFORNIA 92653

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
05/29/2026
3. Issuer Name and Ticker or Trading Symbol
TOWER SEMICONDUCTOR LTD [ TSEM ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
President
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares13,286(1)D
Ordinary Shares2,817(2)D
Ordinary Shares33,007(3)D
Ordinary Shares29,168(4)D
Ordinary Shares35,237(5)D
Ordinary Shares7,796(6)D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. These shares were issued upon vesting of previously granted RSU's
2. The Reporting Person was granted restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of ordinary stock of Tower Semiconductor Ltd. (the "Company"). 469 are already vested and the remaining 2,348 will vest on 12/11/2026, subject to the Reporting Persons continued service through each vesting date.
3. The Reporting Person was granted restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of ordinary stock of Tower Semiconductor Ltd. (the "Company"). 1,673 are already vested and the remaining 31,334 will vest on 03/19/2027, subject to the Reporting Persons continued service through each vesting date.
4. The Reporting Person was granted restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of ordinary stock of Tower Semiconductor Ltd. (the "Company"). 29,168 will vest on 05/27/2027, subject to the Reporting Persons continued service through each vesting date.
5. The Reporting Person was granted restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of ordinary stock of Tower Semiconductor Ltd. (the "Company"). 17,616 will vest on 03/26/2027 and the remaining 17,621 will vest on 03/26/2028, subject to the Reporting Persons continued service through each vesting date.
6. The Reporting Person was granted restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of ordinary stock of Tower Semiconductor Ltd. (the "Company"). 2,598 will vest on 03/31/2027, additional 2,598 will vest on 03/31/2028 and the remaining 2,600 will vest on 03/31/2029, subject to the Reporting Persons continued service through each vesting date.
Remarks:
This Form 3 is being filed to report the Reporting Person beneficial ownership of securities of the Issuer as of the date the Reporting Person became subject to the reporting requirements of Section 16 of the Securities Exchange Act of 1934.
/s/ Yohanan Azriel on behalf of Oppenheimer Israel, as Attorney-in-fact05/29/2026
** Signature of Reporting PersonDate
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 5 (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.
* Form 3: SEC 1473 (03-26)

FAQ

What does Marco Racanelli report owning in Tower Semiconductor (TSEM)?

Marco Racanelli reports direct holdings of Tower Semiconductor ordinary shares and multiple grants of restricted stock units (RSUs). Each RSU represents a contingent right to receive one ordinary share, subject to vesting schedules tied to his continued service with the company.

Are Marco Racanelli’s Tower Semiconductor (TSEM) holdings in this filing buys or sells?

The filing does not report any explicit purchases or sales. It shows holdings and grants of ordinary shares and RSUs, with transaction codes marked as unknown and no shares classified as buys or sells in the transaction summary.

How many Tower Semiconductor (TSEM) RSUs are scheduled to vest for Marco Racanelli?

The footnotes describe several RSU grants with future vesting amounts, including 2,348, 31,334, 29,168, 17,616, 17,621, 2,598, 2,598 and 2,600 units. Each RSU converts into one ordinary share if Mr. Racanelli continues service through the respective vesting dates.

When will Marco Racanelli’s Tower Semiconductor (TSEM) RSUs vest?

The RSUs vest in tranches on specific dates: December 11, 2026; March 19, 2027; May 27, 2027; March 26, 2027; March 26, 2028; March 31, 2027; March 31, 2028; and March 31, 2029, subject to his continued service.

What role does Marco Racanelli hold at Tower Semiconductor (TSEM) in this filing?

Marco Racanelli is identified as an officer of Tower Semiconductor with the title of President. The filing reports his beneficial ownership of ordinary shares and RSUs, reflecting equity-based compensation aligned with his executive position at the company.