EVP, Global Sales Donaghey John converted options into 1,751 shares, covered exercise/tax liability with 1,000 shares and returned 876 shares to the company, decreasing direct ownership by 0.91% to 13,570 units (SEC Form 4)
$AEIS
Industrial Machinery/Components
Technology
| 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 |
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| 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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
ADVANCED ENERGY INDUSTRIES INC [ AEIS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/01/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | 03/01/2025 | M | 1,751 | A | (1) | 15,446 | D | |||
| Common Stock | 03/01/2025 | F | 1,000(2) | D | $115.17 | 14,446 | D | |||
| Common Stock | 03/01/2025 | D | 876 | D | (3) | 13,570(4) | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
| Restricted Stock Units | (1) | 03/01/2025 | M | 2,613 | (1) | (1) | Common Stock | 2,613 | $0 | 5,224 | D | ||||
| Restricted Stock Units | $0 | 03/01/2025 | A | 7,163 | (5) | (5) | Common Stock | 7,163 | $0 | 7,163 | D | ||||
| Performance Units | $0 | 03/01/2025 | A | V | 7,162 | (6) | (6) | Common Stock | 7,162 | $0 | 7,162 | D | |||
| Phantom Stock | (7) | 03/01/2025 | A | 876 | (7) | (7) | Common Stock | 876 | $0 | 1,752 | D | ||||
| Phantom Stock | (7) | 03/01/2025 | A | 862 | (7) | (7) | Common Stock | 862 | $0 | 862 | D | ||||
| Explanation of Responses: |
| 1. On March 1, 2024, the reporting person was granted 7,837 restricted stock units ("RSUs") vesting in three equal installments beginning on the first anniversary of the grant date, of which the first installment vested on March 1, 2025. RSUs convert into common stock on a one-for-one basis. Of the 2,613 vested shares, reciept of 862 shares of common stock were deferred pursuant to the reporting person's election under the Company's deferred compensation plan. See reporting of 862 shares of Phantom Stock below. |
| 2. Payment of tax liability by withholding securities incident to vesting of RSUs. |
| 3. In connection with the March 1, 2025 vesting of RSUs previously granted on March 1, 2023 and reported in Table 1, the reporting person's receipt of 876 shares of common stock was deferred pursuant to the reporting person's election under the Company's deferred compensation plan (the "Plan"), resulting in the reporting person's receipt of 876 shares of phantom stock. |
| 4. Represents 4,004 shares of unvested restricted stock units and 9,566 shares of common stock. |
| 5. These employee RSUs were issued pursuant to the Company's Amended and Restated 2023 Omnibus Incentive Plan ("LTI Plan") and will vest in three equal installments beginning on the first anniversary of the grant date. |
| 6. These performance share awards were issued pursuant to the LTI Plan at 100% of target, have a three-year performance period, and will vest in all or in part upon achievement of performance metrics. Any awards that have not been vested and released at the end of the three-year performance period will be canceled. |
| 7. Each share of phantom stock represents a right to receive one share of common stock or the cash value thereof. Shares of phantom stock become payable in accordance with the reporting person's distribution elections made pursuant to the Plan or upon the reporting person's termination of service, death, or disability. Subject to certain timing restrictions, the reporting person may transfer some or all of the shares of phantom stock into alternative investments under the terms of the Plan. |
| /s/ Elizabeth Vonne - Attorney-in-Fact | 03/04/2025 | |
| ** 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. | ||