OH Yoon Ah 4

What Happened

• Yoon Ah Oh, Senior VP, General Counsel & Corporate Secretary of Onto Innovation (ONTO), had performance stock units (PSUs) settle on March 1, 2026. The Form 4 shows conversion/exercise of derivatives totaling 1,665 shares (724 shares acquired at $0; 941 shares shown as derivative disposition at $0). To satisfy tax withholding, the issuer withheld/retired 307 shares (disposed) valued at $215.89 each ($66,278) and 267 shares (disposed) at $215.89 each ($57,643). The two withholdings total approximately $123,921.
• This activity reflects PSU settlement and tax withholding (routine compensation-related transactions), not an open-market purchase or a discretionary sale signaling investment view.

Key Details

• Transaction date: March 1, 2026; filing date: March 3, 2026 (filed within the normal two‑business‑day Form 4 window).
• Prices and values: withholding dispositions at $215.89/share — 307 shares ($66,278) and 267 shares ($57,643); conversion/exercise entries show $0 per share (derivative settlement).
• Shares owned after transaction: not specified in the provided filing summary.
• Footnotes: F1 — settlement of PSUs granted March 1, 2024, vesting on March 1, 2026, at 77% of target; F2 — shares withheld by the issuer to satisfy tax withholding obligations.
• Transaction codes: M = exercise/conversion of derivative (PSU settlement); F = payment of exercise price or tax liability (share withholding for taxes).

Context

• This was a compensation-driven PSU settlement (performance results at 77% of target). The withheld shares represent a cashless tax-withholding mechanism — common and routine — rather than a voluntary open-market sale.
• For retail investors, these filings show insider compensation events and tax-related share retentions; purchases or large discretionary sales by insiders tend to be more informative about sentiment than routine vesting and withholding events.