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Form 4 AEHR TEST SYSTEMS For: Jul 01 Filed by: Erickson Gayn

July 5, 2022 9:48 PM EDT

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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
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
Erickson Gayn

(Last) (First) (Middle)
C/O AEHR TEST SYSTEMS
400 KATO TERRACE

(Street)
FREMONT CA 94539

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AEHR TEST SYSTEMS [ AEHR ]
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
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2022
4. If Amendment, Date of 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
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 07/01/2022   M   27,610 A $ 1.68 535,153 D  
Common Stock 07/01/2022   M   28,726 A $ 1.635 563,879 (1) 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Incentive Stock Option (right to buy) $ 1.635 07/01/2022   M     28,726 08/16/2019 (2) 07/16/2026 Common Stock 28,726 $ 0 35,209 D  
Incentive Stock Option (right to buy) $ 1.68 07/01/2022   M     27,610 08/25/2016 (2) 07/25/2023 Common Stock 27,610 $ 0 0 D  
Explanation of Responses:
1. The amount reported includes shares subject to unvested restricted stock units.
2. One forty-eighth (1/48) of the total number of shares became exercisable on this date and an additional one forty-eighth (1/48) of the total number of shares became exercisable each month thereafter.
Remarks:
Exhibit 24-Power of Attorney
/s/ Kenneth B. Spink, Attorney-in-fact 07/05/2022
** 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.
 
POWER OF ATTORNEY

    The undersigned, as a Section 16 reporting person of Aehr
Test Systems (the "Company"), hereby constitutes and appoints
Kenneth B. Spink and Vernon Rogers, and each of them, the
undersigned's true and lawful attorney-in-fact to:

      1. complete and execute Forms 3, 4 and 5 and other forms
         and all amendments thereto as such attorney-in-fact
         shall in his or her discretion determine to be required
         or advisable pursuant to Section 16 of the Securities
         and Exchange Act of 1934 (as amended) and the rules and
         regulations promulgated thereunder, or any successor
         laws and regulations, as a consequence of the
         undersigned's ownership, acquisition or disposition of
         securities of the Company; and

      2. do all acts necessary in order to file such forms with
         the Securities and Exchange Commission, any securities
         exchange or national association, the Company and such
         other person or agency as the attorney-in-fact shall
         deem appropriate.

    The undersigned hereby ratifies and confirms all that said
attorney-in-fact and agents shall do or cause to be done by virtue
hereof.  The undersigned acknowledges that the foregoing
attorney-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of
the undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934 (as amended).

    This Power of Attorney shall remain in full force and effect
until the undersigned is no longer required to file Forms 3, 4 and
5 with respect to the undersigned's holdings and transactions in
securities issued by the Company, unless earlier revoked by the
undersigned in a signed writing delivered to the Company and the
foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 3rd day of September, 2020.


            Signature:    /s/ GAYN ERICKSON
                                        ----------------------

            Print Name:    GAYN ERICKSON
                                        ----------------------


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