What unvested market-based and performance share units does the AOSL CEO hold?

The CEO’s holdings include 22,500 unvested Market-Based Performance Share Units granted July 1, 2018 and 79,375 unvested Performance Share Units granted in 2024 and 2025. These units vest only if specified service-based and performance conditions are satisfied over time.

How many AOSL restricted share units are included in the CEO’s holdings?

The filing notes 161,250 shares subject to Restricted Share Unit awards granted between 2023 and 2026. These RSUs will convert into common shares as they vest under their terms, while a separate 67,500-share PSU grant from March 16, 2026 remains unvested and excluded.

Alpha & Omega (NASDAQ: AOSL) CEO reports bona fide 2,000-share stock gift

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

ALPHA & OMEGA SEMICONDUCTOR Ltd Chief Executive Officer Stephen Chunping Chang reported a bona fide gift of 2,000 common shares on May 21, 2026 at a stated price of $0.00 per share. After this charitable transfer, he directly holds 634,070 common shares, including substantial unvested MSU, PSU, and RSU awards that continue to align his interests with shareholders.

Insider Trade Summary

2,000 shares gifted

Mixed 1 txn

Insider Chang Stephen Chunping

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Gift	Common Share	2,000	$0.00	--

Holdings After Transaction: Common Share — 634,070 shares (Direct, null)

Footnotes (1)

Includes 22,500 unvested shares subject to the Market-Based Performance Share Unit (MSU) granted on July 1, 2018 which are subject to vesting upon satisfaction of service-based vesting conditions by the Reporting Person. Includes 79,375 unvested shares subject to the Performance Share Unit (PSU) granted on March 15, 2024 and March 17, 2025 which are subject to vesting upon satisfaction of service-based vesting conditions by the Reporting Person. Includes an aggregate of 161,250 shares subject to Restricted Share Unit awards (RSU) granted on March 15, 2023, March 15, 2024, March 17, 2025, and March 16, 2026 which will be issued as such units vest in accordance with their terms, and excludes 67,500 unvested common shares subject to the PSU granted on March 16, 2026, which may become vested upon achievement of certain corporate performance goals in the future. Reflects 169 shares acquired under the Issuer's Employee Stock Purchase Plan on May 14, 2026.

Key Figures

Shares gifted: 2,000 shares Gift price: $0.00 per share Shares after transaction: 634,070 shares +5 more

8 metrics

Shares gifted 2,000 shares Bona fide gift of common shares on May 21, 2026

Gift price $0.00 per share Reported price for the 2,000-share gift transaction

Shares after transaction 634,070 shares Direct common share holdings following the gift

Unvested MSU 22,500 shares Unvested Market-Based Performance Share Units from July 1, 2018 grant

Unvested PSU 79,375 shares Unvested Performance Share Units from 2024 and 2025 grants

RSU awards 161,250 shares Shares subject to RSU awards granted 2023–2026

Excluded PSU grant 67,500 shares Unvested PSU from March 16, 2026 excluded from RSU total

ESPP acquisition 169 shares Shares acquired under Employee Stock Purchase Plan on May 14, 2026

Key Terms

Market-Based Performance Share Unit (MSU), Performance Share Unit (PSU, Restricted Share Unit awards (RSU), Employee Stock Purchase Plan, +1 more

5 terms

Employee Stock Purchase Plan financial

"Reflects 169 shares acquired under the Issuer's Employee Stock Purchase Plan on May 14, 2026."

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

bona fide gift financial

"transaction_code_description: "Bona fide gift" for the 2,000-share transfer at $0.0000 per share."

A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.

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Form 4 Insider Transactions: What Each Field Means →

05/26/2026 - 04:02 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Chang Stephen Chunping

(Last)

(First)

(Middle)

475 OAKMEAD PKWY

(Street)

SUNNYVALE

CALIFORNIA

94085

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ALPHA & OMEGA SEMICONDUCTOR Ltd [ AOSL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Share	05/21/2026		G		2,000	D	$0	634,070⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Includes 22,500 unvested shares subject to the Market-Based Performance Share Unit (MSU) granted on July 1, 2018 which are subject to vesting upon satisfaction of service-based vesting conditions by the Reporting Person.

2. Includes 79,375 unvested shares subject to the Performance Share Unit (PSU) granted on March 15, 2024 and March 17, 2025 which are subject to vesting upon satisfaction of service-based vesting conditions by the Reporting Person.

3. Includes an aggregate of 161,250 shares subject to Restricted Share Unit awards (RSU) granted on March 15, 2023, March 15, 2024, March 17, 2025, and March 16, 2026 which will be issued as such units vest in accordance with their terms, and excludes 67,500 unvested common shares subject to the PSU granted on March 16, 2026, which may become vested upon achievement of certain corporate performance goals in the future.

4. Reflects 169 shares acquired under the Issuer's Employee Stock Purchase Plan on May 14, 2026.

Remarks:

	/s/ Yanbing Hong, attorney-in-fact for Stephen Chang	05/26/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did AOSL CEO Stephen Chang report on this Form 4?

Stephen Chunping Chang reported a bona fide gift of 2,000 Alpha & Omega Semiconductor common shares. The transaction used code G, indicating a charitable or similar gift transfer, with a reported price of $0.00 per share and no open-market sale involved.

How many AOSL shares does the CEO hold after the reported gift transaction?

After the 2,000-share gift, CEO Stephen Chunping Chang directly holds 634,070 common shares. This total includes multiple unvested equity awards such as MSUs, PSUs, and RSUs, which vest over time based on service and performance conditions described in the filing footnotes.

Was the May 2026 AOSL CEO transaction a sale or a gift of shares?

The May 2026 transaction was classified as a bona fide gift, not a sale. It carried transaction code G and a $0.00 per-share price, indicating shares were transferred without consideration, rather than disposed of through an open-market or privately negotiated sale.

Did the AOSL CEO acquire any shares through the Employee Stock Purchase Plan?

Yes. A footnote states that 169 shares were acquired under the company’s Employee Stock Purchase Plan on May 14, 2026. These ESPP shares are part of the CEO’s overall direct holdings disclosed after the reported 2,000-share gift transaction.