TOWER Semiconductor (TSEM) CEO receives 22,918 RSU award vesting through 2029

Rhea-AI Filing Summary

Ellwanger Russell Craig reported acquisition or exercise transactions in this Form 4 filing.

TOWER SEMICONDUCTOR LTD Chief Executive Officer Russell Craig Ellwanger received an award of 22,918 Ordinary Shares in the form of restricted stock units. These RSUs are a compensation grant with no cash paid by him for the shares.

Each RSU represents the right to receive one ordinary share. According to the vesting schedule, 7,639 RSUs will vest on July 2, 2027, another 7,639 on July 2, 2028, and the remaining 7,640 on July 2, 2029, subject to his continued service through each vesting date. After this grant, he directly holds 775,287 shares.

Insights

Equity Compensation Analyst

CEO receives time-vested RSU award as part of equity compensation.

The CEO of TOWER SEMICONDUCTOR LTD was granted 22,918 restricted stock units, each convertible into one Ordinary Share. The Form 4 labels this as a grant or award acquisition, consistent with standard executive equity compensation rather than an open-market purchase.

The RSUs vest in three equal-size tranches: 7,639 units on July 2, 2027, 7,639 on July 2, 2028, and 7,640 on July 2, 2029, all subject to continued service. This structure encourages multi-year retention. Following the grant, the CEO directly owns 775,287 shares, indicating the award is a modest addition to an existing position.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Ellwanger Russell Craig

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Ordinary Shares	22,918	$0.00	--

Holdings After Transaction: Ordinary Shares — 775,287 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

RSUs granted: 22,918 units Vesting 2027: 7,639 units Vesting 2028: 7,639 units +3 more

6 metrics

RSUs granted 22,918 units Restricted stock unit award to CEO

Vesting 2027 7,639 units RSUs vesting on July 2, 2027

Vesting 2028 7,639 units RSUs vesting on July 2, 2028

Vesting 2029 7,640 units RSUs vesting on July 2, 2029

Transaction price $0.0000 per share RSU grant reported with no cash paid

Shares after grant 775,287 shares CEO direct holdings following transaction

Key Terms

restricted stock units ("RSUs"), vesting, contingent right, continued service

4 terms

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"

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.

vesting financial

"7,639 will vest on 07/02/2027, additional 7,639 will vest on 07/02/2028 and the remaining 7,640 will vest"

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.

contingent right financial

"each of which represents a contingent right to receive one share of ordinary stock"

continued service financial

"subject to the Reporting Person's continued service through each vesting date"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/06/2026 - 10:21 AM Accepted by SEC EDGAR 07/06/2026 - 10:21 AM Learn about SEC filing dates

FAQ

What did TSEM CEO Russell Craig Ellwanger report in this Form 4?

The CEO reported receiving a grant of 22,918 restricted stock units, each representing one Ordinary Share of TOWER SEMICONDUCTOR LTD. This is a compensation-related award, not an open-market purchase, and increases his direct holdings to 775,287 shares after the transaction.

How many TSEM shares were granted to the CEO in this RSU award?

The award covers 22,918 restricted stock units, each equal to one Ordinary Share of TOWER SEMICONDUCTOR LTD. These units are granted at no purchase price and will convert into shares only as they vest over the specified three-year schedule.

What is the vesting schedule for the CEO’s 22,918 TSEM RSUs?

The RSUs vest in three installments: 7,639 units on July 2, 2027, 7,639 on July 2, 2028, and 7,640 on July 2, 2029. Vesting is conditioned on the CEO’s continued service with the company through each respective vesting date.

Does the CEO pay for the 22,918 TOWER SEMICONDUCTOR RSUs reported?

No cash payment is required for this grant; the transaction price per share is reported as 0.0000. The RSUs are part of equity compensation and convert into Ordinary Shares only upon vesting, assuming the CEO remains in service on each vesting date.

How many TSEM shares does the CEO hold after this RSU grant?

After the reported RSU grant, the CEO directly holds 775,287 Ordinary Shares of TOWER SEMICONDUCTOR LTD. This figure reflects his direct ownership position following the award, as disclosed in the Form 4’s post-transaction holdings field.

Are the granted TSEM RSUs immediately available as shares to the CEO?

The RSUs are not immediately available as shares. Each unit represents a contingent right to receive one Ordinary Share, with 7,639 vesting in 2027, 7,639 in 2028, and 7,640 in 2029, all subject to continued service requirements.

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^*

Ellwanger Russell Craig

(Last) (First) (Middle)

288 COUNTY ROAD #127

(Street)

BEDFORD WYOMING 83112

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
TOWER SEMICONDUCTOR LTD [ TSEM ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/02/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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
Ordinary Shares	07/02/2026		A(1)		22,918	A	$0	775,287	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 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"). 7,639 will vest on 07/02/2027, additional 7,639 will vest on 07/02/2028 and the remaining 7,640 will vest on 07/02/2029, subject to the Reporting Person's continued service through each vesting date.

	/s/ Meirav Shemesh on behalf of Oppenheimer Israel, as Attorney-in-fact	07/06/2026
	** 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.
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 4: SEC 1474 (03-26)