AXT INC — Director's Dealing 2014

Aug 19, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AXT INC (AXTI)
CIK: 0001051627
Period of Report: 2014-08-14

Reporting Person: Ochrym Robert G (VP Business Development)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-08-14	Common Stock	M	6750	$1.59	Acquired	44550	Direct
2014-08-14	Common Stock	S	6750	$2.45	Disposed	37800	Direct
2014-08-14	Common Stock	S	8800	$2.45	Disposed	29000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-08-14	Stock Options (right to buy)	$1.59	M	6750	Disposed	2018-10-31	Common Stock (6750)	Direct

Footnotes

F1: 1/4 vested on first year anniversary of October 31, 2008 and 1/48 vested monthly thereafter. The option became fully vested on October 31, 2012.

F2: Represents grant of restricted stock award, which vests in four equal annual installments on each anniversary of the date of grant of August 2, 2010.

F3: Includes 29,000 shares subject to restricted stock awards, a portion of which is subject to vesting.