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Tower Semiconductor (TSEM) director reports RSU grants and holdings

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

Rhea-AI Filing Summary

Tower Semiconductor Ltd director Amir Elstein has filed an initial statement of holdings in the company’s ordinary shares. The filing shows direct ownership entries including 6,273, 7,380 and 7,995 ordinary-share-equivalent restricted stock units, each tied to multi‑year vesting schedules, plus a larger block of 103,686 ordinary shares.

Footnotes explain that these RSU awards each represent a contingent right to receive one ordinary share per unit, with portions already vested and the remaining units scheduled to vest between July 3, 2026 and July 30, 2028, subject to continued service.

Positive

  • None.

Negative

  • None.
Insider Elstein Amir
Role null
Type Security Shares Price Value
holding Ordinary Shares -- -- --
holding Ordinary Shares -- -- --
holding Ordinary Shares -- -- --
holding Ordinary Shares -- -- --
Holdings After Transaction: Ordinary Shares — 103,686 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"). 5,330 are already vested and the remaining 2,665 will vest on 07/03/2026, subject to the Reporting Person's 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").2,460 are already vested, additional 2,460 will vest on 07/31/2026 and the remaining 2,460 will vest on 07/31/2027, subject to the Reporting Person's 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").2,091 will vest on 07/30/2026, additional 2,091 will vest on 07/30/2027 and the remaining 2,091 will vest on 07/30/2028, subject to the Reporting Person's continued service through each vesting date.
RSU grant total 7,995 RSUs 5,330 vested; 2,665 vest on July 3, 2026
RSU grant total 7,380 RSUs 2,460 vested; 2,460 vest July 31, 2026; 2,460 July 31, 2027
RSU grant total 6,273 RSUs 2,091 vest July 30, 2026; 2,091 July 30, 2027; 2,091 July 30, 2028
Ordinary shares holding entry 103,686 shares Total shares following transaction entry for ordinary shares
restricted stock units ("RSUs") financial
"The Reporting Person was granted restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of ordinary stock"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
contingent right financial
"each of which represents a contingent right to receive one share of ordinary stock of Tower Semiconductor Ltd."
vesting financial
"5,330 are already vested and the remaining 2,665 will vest on 07/03/2026, subject to the Reporting Person's continued service"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
ordinary stock financial
"receive one share of ordinary stock of Tower Semiconductor Ltd. (the "Company")"
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*
Elstein Amir

(Last)(First)(Middle)
5 BASEL STREET, P.O. BOX 3190

(Street)
PETACH TIKVA4951033

(City)(State)(Zip)

ISRAEL

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
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 Shares103,686(1)D
Ordinary Shares7,995(2)D
Ordinary Shares7,380(3)D
Ordinary Shares6,273(4)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"). 5,330 are already vested and the remaining 2,665 will vest on 07/03/2026, subject to the Reporting Person's 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").2,460 are already vested, additional 2,460 will vest on 07/31/2026 and the remaining 2,460 will vest on 07/31/2027, subject to the Reporting Person's 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").2,091 will vest on 07/30/2026, additional 2,091 will vest on 07/30/2027 and the remaining 2,091 will vest on 07/30/2028, subject to the Reporting Person's 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/ Meirav Shemesh 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 Amir Elstein’s Form 3 filing for TSEM show?

The Form 3 shows director Amir Elstein reporting initial holdings of ordinary shares and RSU awards in Tower Semiconductor Ltd (TSEM). It details multiple RSU grants and a larger block of 103,686 ordinary shares, establishing his baseline beneficial ownership position.

How many Tower Semiconductor RSUs vest on July 3, 2026 for TSEM’s director?

One RSU grant for Tower Semiconductor (TSEM) includes 7,995 units, of which 5,330 are already vested and 2,665 will vest on July 3, 2026. Each RSU represents a contingent right to receive one ordinary share, subject to continued service.

What are the RSU vesting dates disclosed for TSEM director Amir Elstein?

The filing states that RSU tranches for Tower Semiconductor (TSEM) are scheduled to vest on July 3, 2026, July 31, 2026, July 31, 2027, July 30, 2026, July 30, 2027 and July 30, 2028, assuming the director’s continued service through each vesting date.

How many Tower Semiconductor RSUs are in the 7,380-unit grant for TSEM?

One grant to the director covers 7,380 RSUs in Tower Semiconductor (TSEM). According to the disclosure, 2,460 units are already vested, another 2,460 vest on July 31, 2026, and the remaining 2,460 RSUs vest on July 31, 2027, subject to continued service.

What is the structure of the 6,273 RSU grant reported for TSEM?

The filing shows a 6,273-unit RSU grant at Tower Semiconductor (TSEM). It specifies that 2,091 RSUs vest on July 30, 2026, an additional 2,091 on July 30, 2027, and the final 2,091 on July 30, 2028, conditioned on continued service through each vesting date.