AXCELIS TECHNOLOGIES INC — Director's Dealing 2024

May 17, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AXCELIS TECHNOLOGIES INC (ACLS)
CIK: 0001113232
Period of Report: 2024-05-15

Reporting Person: Lawson Douglas A. (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-05-15	Common Stock	A	1365	—	Acquired	19598	Direct
2024-05-15	Common Stock	F	861	$112.94	Disposed	18737	Direct
2024-05-15	Common Stock	F	256	$112.94	Disposed	18481	Direct
2024-05-16	Common Stock	F	536	$113.57	Disposed	17945	Direct

Footnotes

F1: These shares are issuable on vesting of restricted stock units granted under the Company's 2012 Equity Incentive Plan on May 15, 2024. In this grant, the executive may earn shares of common stock, ranging from zero to 150% of the granted units. The shares are earned based on the achievement of 2024 performance goals. 100% of the earned shares will vest on February 28, 2025. Unearned restricted stock units will forfeit on February 28, 2025.

F2: Of the shares held after this grant on May 15, 2024, 13,192 shares were issuable on vesting of restricted stock units granted to the executive under the 2012 Equity Incentive Plan and are subject to forfeiture.

F3: This forfeiture of shares for tax withholding purposes relates to the vesting on May 15, 2024 of service vesting restricted stock units granted to the executive in May 2023. As agreed with the executive, the shares issued to the executive on the vesting were reduced by a number of shares having a value equal to the executive's tax withholding obligation with respect to the vested restricted stock units.

F4: Represents the closing price of the common stock on the date of the tax withholding.

F5: Of the shares held after this vesting event on May 15, 2024, 10,469 were issuable on vesting of restricted stock units granted to the reporting person under the 2012 Equity Incentive Plan and are subject to forfeiture.

F6: This forfeiture of shares for tax withholding purposes relates to the vesting on May 15, 2024 of service vesting restricted stock units granted to the executive in May 2020. As agreed with the executive, the shares issued to the executive on the vesting were reduced by a number of shares having a value equal to the executive's tax withholding obligation with respect to the vested restricted stock units.

F7: Of the shares held after this vesting event on May 15, 2024, 9,893 were issuable on vesting of restricted stock units granted to the reporting person under the 2012 Equity Incentive Plan and are subject to forfeiture.

F8: This forfeiture of shares for tax withholding purposes relates to the vesting on May 16, 2024 of service vesting restricted stock units granted to the executive in May 2022. As agreed with the executive, the shares issued to the executive on the vesting were reduced by a number of shares having a value equal to the executive's tax withholding obligation with respect to the vested restricted stock units.

F9: Of the shares held after this vesting event on May 16, 2024, 8,685 were issuable on vesting of restricted stock units granted to the reporting person under the 2012 Equity Incentive Plan and are subject to forfeiture.