nLIGHT Inc.

11/20/2024 | Press release | Distributed by Public on 11/20/2024 18:48

Statement of Changes in Beneficial Ownership - Form 4

Ownership Submission
FORM 4
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 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Keeney Scott H
2. Issuer Name and Ticker or Trading Symbol
NLIGHT, INC. [LASR] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
4637 NW 18TH AVENUE 		3. Date of Earliest Transaction (Month/Day/Year)
11/18/2024
(Street)
CAMAS, WA 98607 		4. If Amendment, Date Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
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)
Code V Amount (A) or (D) Price
Common Stock 11/18/2024 M 15,000 A $0.75 1,363,891(1) D
Common Stock 11/18/2024 S 15,000 D(2) $10.35(3) 1,348,891(1) D
Common Stock 11/19/2024 M 15,000 A $0.75 1,363,891(1) D
Common Stock 11/19/2024 S 15,000 D(2) $10.62(4) 1,348,891(1) D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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 control number. SEC 1474 (9-02)
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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4) 		11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $0.75 11/18/2024 M 0 (5) 02/26/2025 Common Stock 15,000 $ 0 69,025 D
Stock Option (Right to Buy) $0.75 11/19/2024 M 0 (5) 02/26/2025 Common Stock 15,000 $ 0 54,025 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Keeney Scott H
4637 NW 18TH AVENUE
CAMAS, WA 98607 		X President and CEO

Signatures

/s/ Julie Dimmick, as attorney-in-fact 11/20/2024
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Includes common stock owned and unvested restricted stock awards and units. Includes 1,110 shares purchased pursuant to the nLight, Inc. Employee Stock Purchase Plan ("ESPP"), for the ESPP purchase period of May 16, 2024 through November 15, 2024. In accordance with the ESPP, these shares were purchased at a price equal to 85% of the closing price of the issuer's common stock on November 15, 2024.
(2) The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 12, 2024.
(3) The reported transaction involves sale transactions from $10.21 to $10.49 per share. The weighted average price per share was $10.35. The Reporting Person undertakes to provide upon request by the SEC staff, the Issuer or a security holder of the Issuer, information regarding the number of shares sold at each separate price.
(4) The reported transaction involves sale transactions from $10.11 to $10.88 per share. The weighted average price per share was $10.62. The Reporting Person undertakes to provide upon request by the SEC staff, the Issuer or a security holder of the Issuer, information regarding the number of shares sold at each separate price.
(5) This grant became fully vested and exercisable on February 26, 2016
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.