YOUNG MORRIS S 4

What Happened

• Morris S. Young, CEO and director of AXT Inc (AXTI), received a grant of 218,170 shares on 2026-02-18. The transaction is reported as an award/grant with an acquisition price of $0.00 (no cash exchanged at grant).
• These are at-risk performance shares (PSAs) that vest only if specified FY2025 financial targets are achieved; the reported amount represents 97.6% of the maximum PSAs issuable to him for exceeding those targets.

Key Details

• Transaction date: 2026-02-18; Form 4 filed: 2026-02-20 (timely within the SEC two-business-day rule).
• Shares granted: 218,170; reported acquisition price: $0.00; total immediate cash value: $0.
• Shares owned after transaction: Not disclosed in this filing.
• Footnote: The PSAs were originally approved to Mr. Young on 2025-02-18 and the reported grant reflects performance-based awards tied to FY2025 results (97.6% of the maximum award for exceeding targets).
• Transaction type code: A = Award/Grant (performance-based, not an open-market purchase).

Context

• Performance share awards are contingent — they do not convey vested shares until performance conditions (and any service/vesting requirements) are met, so they are potential future equity rather than an immediate insider purchase.
• Such awards are common in executive compensation and should not be interpreted as an immediate buy or sell signal; actual ownership and any subsequent sales will depend on vesting outcomes and filings.