SCHEDULE: Amtech Systems Director Files Lock-Up Agreement

Amtech Systems director Robert Averick has entered into a lock-up agreement in connection with a proposed public offering.

Summary

• Director Robert Averick entered into a lock-up agreement with Titan Partners Group LLC on June 1, 2026.
• The agreement restricts the sale or transfer of shares beneficially owned by Mr. Averick for a period ending 60 days after the closing of a proposed public offering.
• The reporting persons collectively own 2,986,341 shares, representing approximately 20.6% of the company's outstanding common stock.
• Mr. Averick exercised 18,000 director stock options on May 28, 2026, at various exercise prices ($7.40, $11.51, and $10.22).

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral regulatory disclosure related to a planned capital raise, which is a standard corporate event.

Positives

• Director alignment with the company's upcoming public offering through a formal lock-up commitment.
• Clear disclosure of beneficial ownership and voting power across affiliated entities.

Negatives

• The lock-up agreement restricts liquidity for the director and affiliated entities for the duration of the restriction period.
• The company is pursuing a public offering, which may result in dilution for existing shareholders.

Risks

• Potential share price volatility associated with the announced public offering.
• The lock-up agreement terminates if the underwriting agreement is not executed by June 30, 2026.
• Market perception of the offering and its impact on the company's capital structure.

Future Outlook

The company has announced a proposed underwritten public offering of common stock, with the director agreeing to a 60-day lock-up period following the closing of said offering.

Management Comments

• The reporting persons disclaim beneficial ownership of securities they do not directly own.
• Mr. Averick acknowledges that the lock-up agreement is a material inducement to the underwriter to complete the offering.

Industry Context

StockSavvy.ai notes that this filing is a standard regulatory requirement for significant shareholders and directors during a capital raise, signaling preparation for an equity issuance.

Comparison to Industry Standards

• The use of lock-up agreements for directors and major shareholders is a standard market practice during public offerings to ensure stability.
• The disclosure of beneficial ownership and family office structures aligns with SEC requirements for Schedule 13D filings.

Corporate Governance

Related Party Transactions

• Reporting persons include various family office entities (Piton, M3C, OIH) and the Trust FBO Jonathan D. Sackler, all managed or associated with Kokino LLC.

Stakeholder Impact

• Existing shareholders may face dilution from the proposed public offering.
• The lock-up agreement provides some assurance of stability from a major shareholder/director during the offering period.

Next Steps

• Execution of the Underwriting Agreement by June 30, 2026.
• Completion of the proposed public offering.

Key Dates

Keywords

Amtech Systems, Schedule 13D, Lock-up Agreement, Public Offering, Director Stock Options, Beneficial Ownership