AXT, Inc.

AXT Inc. and Lumentum Operations LLC entered into a Capacity Reservation Agreement on July 26, 2026, under which AXT will supply indium phosphide (InP) wafer substrates to Lumentum under a minimum annual production commitment for six years. As part of the agreement, Lumentum will make deposit payments totaling $43.5 million upfront and an additional $43.5 million upon meeting volume milestones, in exchange for capacity reservation rights. The InP wafers are used in photonic and optical components for datacenter, telecom, and emerging AI-infrastructure applications. For AXT, the deal provides long-term revenue visibility and funds capital investment in InP production capacity; for Lumentum, it secures a critical upstream substrate supply amid constrained global InP wafer supply.

AXT, Inc. amended its bylaws on or around July 26, 2026 to reduce the quorum required for stockholder meetings from a majority of shares to 33⅓% of outstanding shares, reported under Items 3.03 and 5.03 of Form 8-K. This reduction lowers the threshold needed to conduct valid stockholder business, making it easier to achieve quorum particularly as institutional ownership patterns have shifted. The bylaw change is a governance mechanics update and does not affect AXT's substantive business operations or capital structure. The amended bylaw provision is attached as an exhibit to the filing.

Jia-bin Duh, a Director of AXT Inc. (AXTI; Fremont, CA), filed an initial Form 3 on July 27, 2026 reporting direct beneficial ownership of 2,500 shares and 667 shares of AXT common stock (likely two separate restricted stock grants), effective July 16, 2026. This is a routine Section 16 initial ownership disclosure from a newly appointed board member with no material investment significance.

AXT, Inc. expanded its board from five to six directors and elected Jia-Bin Duh as an independent Class III director effective July 16, 2026, with a term expiring at the 2028 annual meeting. Duh brings 30+ years of senior executive experience in Greater China, including as President of Cisco Systems China (1998–2005) and President of Microsoft China (1993–1998), and currently serves as Director of Primax Electronics. He will join the audit, compensation, and nominating committees under the company's standard non-employee director compensation policy. Routine board expansion that adds deep Asia-Pacific tech industry expertise.

AXT, Inc.'s (AXTI) majority-controlled subsidiary Tongmei Xtal Technology withdrew its STAR Market IPO application on June 26, 2026 (accepted by the Shanghai Stock Exchange on July 8, 2026), triggering redemption rights for 11 Chinese private equity funds that invested an aggregate RMB 324,404,508 (~$49 million USD) in connection with the STAR Market listing process. AXT/Tongmei will now pursue a Hong Kong Stock Exchange listing emphasizing the indium phosphide (InP) business for AI data center applications rather than the GaAs focus of the STAR application. The ~$49M potential redemption obligation is a material contingent liability now triggered, though each fund retains discretion over whether to exercise its right.

AXT-Tongmei (AXT subsidiary) and Coherent Corp entered a Master Development and Supply Agreement effective June 25, 2026 for 6-inch indium phosphide wafer substrates over an initial 3-year term. AXT committed to expand manufacturing capacity at its Beijing facility through 2028 with committed delivery schedules. This is a material, long-duration supply contract validating AXT's InP substrate business with a major photonics customer.

Tracy Liu filed a Form 3 as a newly appointed director of AXT Inc. (AXTI), disclosing initial beneficial ownership of 3,226 shares — 2,500 restricted shares and 726 shares from a prorated annual equity grant, both vesting May 14, 2027 subject to continuous service. The reporting event date was June 17, 2026. This is routine Section 16 initialization following a board appointment; the position size is immaterial to the share count but satisfies disclosure requirements.

AXT, Inc. expanded its Board of Directors from four to five members on June 17, 2026 by electing Tracy D. Liu as a Class II independent director (term expires at the 2028 annual meeting). Liu has over 30 years of tax and accounting advisory experience, currently serves as CEO of HM CPA Services P.C. and has chaired ACM Research's audit committee since 2016. She will serve on AXT's audit, compensation, and nominating/governance committees, and will receive an initial grant of 2,500 restricted shares plus a prorated 726-share annual equity grant, both vesting May 14, 2027. Routine board expansion for a compound semiconductor substrate manufacturer.