APPLIED OPTOELECTRONICS, INC. — Director's Dealing 2017

Nov 20, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: APPLIED OPTOELECTRONICS, INC. (AAOI)
CIK: 0001158114
Period of Report: 2017-11-16

Reporting Person: Lin Chih-Hsiang (Thompson) (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-11-16	Common Stock, $.001 par value	M	80000	$9.96	Acquired	522837	Direct
2017-11-16	Common Stock, $.001 par value	F	43749	$45.40	Disposed	479088	Direct
2017-11-16	Common Stock, $.001 par value	S	1300	$45.30	Disposed	477788	Direct
2017-11-20	Common Stock, $.001 par value	S	2300	$45.20	Disposed	475488	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-11-16	Non-Qualified Stock Option (Right to Buy)	$9.96	M	80000	Disposed	2023-09-26	Common Stock, $0.001 par value (80000)	Direct

Footnotes

F1: Represents a "net exercise" of outstanding stock options. The reporting person received 36,251 shares of common stock on net exercise of option to purchase 80,000 shares of common stock. The Company withheld 43,749 shares of common stock underlying the option for payment of the exercise price and tax withholdings, using the closing stock price on November 15, 2017 of $45.40, pursuant to the terms of the 2013 Equity Incentive Plan.

F2: The shares were sold in multiple transactions on November 16, 2017 at an actual sale price $45.30 per share. 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 during each transaction.

F3: The shares were sold in multiple transactions on November 20, 2017 at an actual sale price $45.20 per share. 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 during each transaction.

F4: Options fully vested.