Applied Optoelectronics, INC. 8-K Filing

FAQ

Key Financial Figures

• $0.001 — registered Common Stock, Par value $0.001 AAOI NASDAQ Global Market Indicate
• $180 million — ng an aggregate offering price of up to $180 million from time to time through the Sales Age
• $10,000 — egulatory Authority Inc., not to exceed $10,000 in the aggregate, and any associated ap
• $30,000 — by the Sales Agents, up to a maximum of $30,000 in the aggregate. The Company agreed to

Filing Documents

• tm2530072d2_8k.htm (8-K) — 32KB
• tm2530072d2_ex1-1.htm (EX-1.1) — 211KB
• tm2530072d2_ex5-1.htm (EX-5.1) — 10KB
• 0001104659-25-108503.txt ( ) — 471KB
• aaoi-20251107.xsd (EX-101.SCH) — 3KB
• aaoi-20251107_lab.xml (EX-101.LAB) — 33KB
• aaoi-20251107_pre.xml (EX-101.PRE) — 22KB
• tm2530072d2_8k_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On November 7, 2025, Applied Optoelectronics, Inc. (the "Company") entered into an Equity Distribution Agreement (the "Agreement") with Raymond James & Associates, Inc. and Needham & Company, LLC (collectively, the "Sales Agents") pursuant to which the Company may issue and sell shares of the Company's common stock, par value $0.001 per share (the "Shares") having an aggregate offering price of up to $180 million from time to time through the Sales Agents. Upon delivery of a placement notice and subject to the terms and conditions of the Agreement, sales, if any, of the Shares will be made through the Sales Agents in transactions that are deemed to be "at the market" offerings as defined in Rule 415 of the Securities Act of 1933, as amended (the "Securities Act"), including sales made through the facilities of the Nasdaq Global Market, the principal trading market for the Company's common stock, on any other existing trading market for the Company's common stock, to or through a market maker or as otherwise agreed by the Company and the Sales Agents. In the placement notice, the Company will designate the maximum number of Shares to be sold through the Sales Agents, the time period during which sales are requested to be made, the minimum price for the Shares to be sold, and any limitation on the number of Shares that may be sold in any one day. Subject to the terms and conditions of the Agreement, the Sales Agents will use their commercially reasonable efforts to sell Shares on the Company's behalf up to the designated amount specified in the placement notice. The Company has no obligation to sell any Shares under the Agreement and may at any time suspend offers and sales of the Shares under the Agreement. The Agreement provides that the Sales Agents will be entitled to compensation of 2% of the gross sales price of the Shares sold through the Sales Agents from time to time. The Company has also agreed to re

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 1.1 Equity Distribution Agreement, dated November 7, 2025, among Applied Optoelectronics, Inc., Raymond James & Associates, Inc. , and Needham & Company, LLC. 4.1 Common Stock Specimen (incorporated by reference to Exhibit 4.1 of Applied Optoelectronics, Inc's Form 8-K (File No. 001-36083) filed with the SEC on November 14, 2016). 5.1 Opinion of Haynes and Boone, LLP. 23.1 Consent of Haynes and Boone, LLP (included in Exhibit 5.1). 104 Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. APPLIED OPTOELECTRONICS, INC. Date: November 7, 2025 By: /s/ David C. Kuo Name: David C. Kuo Title: S enior Vice President and Chief Legal Officer

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