ADVANCED ENERGY INDUSTRIES INC
For the period ended Dec 31, 2025. Filed Feb 13, 2026.
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FY2025 · Filed Feb 13, 2026
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ITEM 9B. OTHER INFORMATION
During the fourth quarter of 2025, two of our officers and two of our directors adopted a “Rule 10b5-1 trading arrangement” (as defined in Item 408 of Regulation S-K) intended to satisfy the affirmative defense conditions of Rule 10b5-1(c), as amended. The table below summarizes the terms of Rule 10b5-1 trading arrangements adopted:
| | |||
|---|---|---|---|
| Name and Title | Date of Adoption | Duration of the Trading Arrangement 1 | Aggregate Number of Shares to be Sold |
| Elizabeth K. VonneExecutive Vice President, General Counsel and Secretary | November 12, 2025 | Until July 31, 2026 or such earlier date upon which all transactions are completed | 1,930 |
| | | | |
| John A. RoushDirector | December 3, 2025 | Until December 3, 2026 or such earlier date upon which all transactions are completed | 10,225 |
| | | | |
| Stephen D. KelleyPresident and Chief Executive Officer | December 5, 2025 | Until December 4, 2026 or such earlier date upon which all transactions are completed | 50,000 |
| | | | |
| Brian M. Shirley Director | December 12, 2025 | Until December 11, 2026 or such earlier date upon which all transactions are completed | 2,468 |
| (1) | The Rule 10b5-1 trading arrangements also provide for termination prior to the above-listed expiration date following the occurrence of certain events, such as public announcement of a tender offer, exchange offer or certain M&A, reorganization, or recapitalization transactions or the bankruptcy, insolvency, or death of the adopting person. |
| (2) | The aggregate number of shares available for sale under Mr. Kelley’s Rule 10b5-1 trading arrangement is not yet determinable because the trading arrangement includes shares issuable pursuant to unvested RSUs and PSUs which are subject to tax withholding obligations that arise in connection with the vesting and settlement of such awards and, with respect to the PSUs, satisfaction of the applicable performance goals. As such, the shares included in this table reflect the aggregate number of shares underlying Mr. Kelley’s RSUs and PSUs assuming target performance goals were met and without excluding shares that will be withheld to satisfy tax withholding obligations. |
During the fourth quarter of 2025, no other director or officer adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” (as defined in Item 408 of Regulation S-K).
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