Form 4: Axcelis CFO Coogan's Tax-Related Share Forfeiture

Axcelis Technologies' EVP and CFO, James Gordon Coogan, reported a forfeiture of 1,800 common shares for tax withholding related to vested performance-based restricted stock units.

Summary

• James Gordon Coogan, Executive Vice President and Chief Financial Officer of Axcelis Technologies, Inc. (ACLS), reported a transaction on March 2, 2026.
• The transaction involved the forfeiture of 1,800 shares of common stock for tax withholding purposes.
• This forfeiture was related to the vesting of performance-based restricted stock units (2024 PRSUs) granted to the executive in May 2024.
• The Axcelis Technologies, Inc. Compensation Committee determined on February 13, 2025, that 150% of the 2024 PRSUs were earned.
• Half of the earned shares vested on February 28, 2025, and the remaining half vested on February 28, 2026.
• The shares issued upon vesting were reduced by a number of shares equivalent to the executive's tax withholding obligation.
• The closing price of the company's common stock on March 2, 2026, the date of the tax withholding, was $86.58.
• Following this transaction, Mr. Coogan beneficially owns 37,144 shares of common stock.
• Of the shares held, 31,096 are issuable upon vesting of restricted stock units granted under the 2012 Equity Incentive Plan and remain subject to forfeiture.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral to slightly positive event. While shares were forfeited, it was for a routine tax obligation following the successful vesting of performance-based awards, indicating the company met or exceeded its performance targets.

Positives

• The underlying performance-based restricted stock units (2024 PRSUs) were determined to be earned at 150% of the target, indicating strong achievement against performance metrics set by the Compensation Committee.

Negatives

• A forfeiture of 1,800 shares, while for tax purposes, represents a reduction in the executive's direct share ownership.

Future Outlook

The filing details a past transaction related to previously granted performance-based restricted stock units and does not provide new forward-looking statements or guidance beyond the historical vesting schedule.

Industry Context

StockSavvy.ai notes that Form 4 filings detailing executive share transactions, particularly those related to tax withholding upon the vesting of equity awards, are common occurrences in publicly traded companies. These transactions reflect standard compensation practices and tax obligations for executives receiving performance-based equity.

Corporate Governance

Stakeholder Impact

• Shareholders: The transaction is a routine part of executive compensation and tax management, with minimal direct impact on overall shareholder value or company operations. The underlying 150% earning of PRSUs could be seen as a positive indicator of management performance.

Key Dates

Recommendation

This Form 4 filing details a routine, tax-related share forfeiture by an executive following the vesting of performance-based awards. It does not present new information that would fundamentally alter the investment thesis for Axcelis Technologies, Inc. The underlying performance leading to the 150% earning of PRSUs is a positive, but the transaction itself is a standard operational event. Therefore, a 'hold' recommendation is appropriate as it does not warrant a change in investment position based solely on this filing.

Keywords

Axcelis Technologies, ACLS, Form 4, Insider Transaction, Executive Compensation, Restricted Stock Units, Tax Withholding, Share Forfeiture, Corporate Governance