APPLIED OPTOELECTRONICS, INC. — Director's Dealing 2017

May 19, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: APPLIED OPTOELECTRONICS, INC. (AAOI)
CIK: 0001158114
Period of Report: 2017-05-18

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-05-18	Common Stock, $.001 par value	S	3168	$63.5054	Disposed	58526	Direct
2017-05-18	Common Stock, $.001 par value	M	3200	$7.50	Acquired	61726	Direct
2017-05-18	Common Stock, $.001 par value	F	549	$61.38	Disposed	61177	Direct
2017-05-18	Common Stock, $.001 par value	G	200	$0.00	Disposed	60977	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-05-18	Incentive Stock Option (Right to Buy)	$7.50	M	3200	Disposed	2023-01-18	Common Stock, $0.001 par value (3200)	Direct

Footnotes

F1: The shares were sold in multiple transactions on May 18, 2017 at an actual sale price ranging from $63.50 to $63.51 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.

F2: Represents a "net exercise" of outstanding stock options. The reporting person received 2,651 shares of common stock on net exercise of option to purchase 3,200 shares of common stock. The Company withheld 549 shares of common stock underlying the option for payment of the exercise price and tax withholdings, using the closing stock price on May 17, 2017 of $61.38, pursuant to the terms of the 2006 Stock Incentive Plan.

F3: Bona fide gift of shares to a 501(c)3 non-profit organization.

F4: Option fully vested.