APPLIED OPTOELECTRONICS, INC. — Director's Dealing 2016

Nov 18, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: APPLIED OPTOELECTRONICS, INC. (AAOI)
CIK: 0001158114
Period of Report: 2016-11-16

Reporting Person: Murry Stefan J. (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-11-16	Common Stock, $.001 par value	M	5667	$6.00	Acquired	40760	Direct
2016-11-16	Common Stock, $.001 par value	F	1377	$24.70	Disposed	39383	Direct
2016-11-16	Common Stock, $.001 par value	M	6667	$6.00	Acquired	46050	Direct
2016-11-16	Common Stock, $.001 par value	F	1620	$24.70	Disposed	44430	Direct
2016-11-16	Common Stock, $.001 par value	M	4333	$6.00	Acquired	48763	Direct
2016-11-16	Common Stock, $.001 par value	F	1053	$24.70	Disposed	47710	Direct
2016-11-17	Common Stock, $.001 par value	S	11505	$25.7307	Disposed	36205	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-11-16	Incentive Stock Option (Right to Buy)	$6.00	M	5667	Disposed	2020-08-23	Common Stock, $0.001 par value (5667)	Direct
2016-11-16	Incentive Stock Option (Right to Buy)	$6.00	M	6667	Disposed	2021-03-04	Common Stock, $0.001 par value (6667)	Direct
2016-11-16	Incentive Stock Option (Right to Buy)	$6.00	M	4333	Disposed	2022-05-22	Common Stock, $0.001 par value (4333)	Direct

Footnotes

F1: Represents a "net exercise" of outstanding stock options. The reporting person received 4,290 shares of common stock on net exercise of option to purchase 5,667 shares of common stock. The Company withheld 1,377 shares of common stock underlying the option for payment of the exercise price and tax withholdings, using the closing stock price on November 15, 2016 of $24.70, pursuant to the terms of the 2006 Stock Incentive Plan.

F2: Represents a "net exercise" of outstanding stock options. The reporting person received 5,047 shares of common stock on net exercise of option to purchase 6,667 shares of common stock. The Company withheld 1,620 shares of common stock underlying the option for payment of the exercise price and tax withholdings, using the closing stock price on November 15, 2016 of $24.70, pursuant to the terms of the 2006 Stock Incentive Plan.

F3: Represents a "net exercise" of outstanding stock options. The reporting person received 3,280 shares of common stock on net exercise of option to purchase 4,333 shares of common stock. The Company withheld 1,053 shares of common stock underlying the option for payment of the exercise price and tax withholdings, using the closing stock price on November 15, 2016 of $24.70, pursuant to the terms of the 2006 Stock Incentive Plan.

F4: The shares were sold in multiple transactions on November 17, 2016 at an actual sale price ranging from $25.65 to $25.79 per share. The price reported reflects the weighted average sale price for the transactions. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F5: Option fully vested.