FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

SMITH PATRICK W
2. Issuer Name and Ticker or Trading Symbol

AXON ENTERPRISE, INC. [ AXON ]
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
(Last)          (First)          (Middle)

17800 NORTH 85TH STREET
3. Date of Earliest Transaction (MM/DD/YYYY)

1/25/2023
(Street)

SCOTTSDALE, AZ 85255
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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 1/25/2023  M  157955 A$192.18 2695649 D 
 
Common Stock 1/25/2023  S(1)  4803 D$185.3492 (2)2690846 D 
 
Common Stock 1/25/2023  S(1)  4072 D$186.2217 (3)2686774 D 
 
Common Stock 1/25/2023  S(1)  10026 D$187.5415 (4)2676748 D 
 
Common Stock 1/25/2023  S(1)  9455 D$188.7298 (5)2667293 D 
 
Common Stock 1/25/2023  S(1)  18833 D$189.3774 (6)2648460 D 
 
Common Stock 1/25/2023  S(1)  11114 D$190.8086 (7)2637346 D 
 
Common Stock 1/25/2023  S(1)  14242 D$191.9426 (8)2623104 D 
 
Common Stock 1/25/2023  S(1)  4367 D$192.4123 (9)2618737 D 
 
Common Stock 1/25/2023  S(10)  19228 D$192.4123 (9)2599509 D 
 
Common Stock 1/26/2023  M  219829 A$192.33 2819338 D 
 
Common Stock 1/26/2023  S(1)  11021 D$187.1973 (11)2808317 D 
 
Common Stock 1/26/2023  S(1)  12106 D$188.3504 (12)2796211 D 
 
Common Stock 1/26/2023  S(1)  14919 D$189.4558 (13)2781292 D 
 
Common Stock 1/26/2023  S(1)  30644 D$190.2636 (14)2750648 D 
 
Common Stock 1/26/2023  S(1)  38257 D$191.2505 (15)2712391 D 
 
Common Stock 1/26/2023  S(10)  277 D$191.2505 (15)2712114 D 
 
Common Stock 1/26/2023  S(10)  22306 D$192.1558 (16)2689808 D 
 
Common Stock 1/26/2023  S(10)  2864 D$193.4269 (17)2686944 D 
 
Common Stock 1/26/2023  S(10)  1290 D$194.4181 (18)2685654 D 
 
Common Stock 1/27/2023  M  159074 A$191.61 2844728 D 
 
Common Stock 1/27/2023  S(1)  22326 D$189.2386 (19)2822402 D 
 
Common Stock 1/27/2023  S(1)  46086 D$190.1763 (20)2776316 D 
 
Common Stock 1/27/2023  S(1)  8848 D$191.1145 (21)2767468 D 
 
Common Stock 1/27/2023  S(10)  4070 D$191.1145 (21)2763398 D 
 
Common Stock 1/27/2023  S(10)  8061 D$192.4128 (22)2755337 D 
 
Common Stock 1/27/2023  S(10)  7184 D$193.0869 (23)2748153 D 
 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option $28.58 1/25/2023  M     12429  9/30/2021 2/28/2028 Common Stock 12429 $0 530488 D 
 
Employee Stock Option $28.58 1/25/2023  M     145526  11/16/2021 2/28/2028 Common Stock 145526 $0 384962 D 
 
Employee Stock Option $28.58 1/26/2023  M     219829  11/16/2021 2/28/2028 Common Stock 219829 $0 165133 D 
 
Employee Stock Option $28.58 1/27/2023  M     159074  11/16/2021 2/28/2028 Common Stock 159074 $0 6059 D 
 

Explanation of Responses:
(1) Securities disposed represent securities sold to settle the reporting person's tax liability and exercise price pursuant to a filed Rule 10b5-1 plan. The remainder of the shares, with the exception of those reported on this Form 4, are subject to a 2.5 year holding period.
(2) The transaction was executed in multiple trades at prices ranging from $185.00 to $185.98. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(3) The transaction was executed in multiple trades at prices ranging from $186.01 to $187.00. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(4) The transaction was executed in multiple trades at prices ranging from $187.01 to $188.00. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(5) The transaction was executed in multiple trades at prices ranging from $188.10 to $189.09. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(6) The transaction was executed in multiple trades at prices ranging from $189.10 to $190.06. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(7) The transaction was executed in multiple trades at prices ranging from $190.14 to $191.13. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(8) The transaction was executed in multiple trades at prices ranging from $191.15 to $192.14. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(9) The transaction was executed in multiple trades at prices ranging from $192.15 to $193.02. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(10) This sale of vested restricted stock units was executed pursuant to a filed Rule 10b5-1 plan.
(11) The transaction was executed in multiple trades at prices ranging from $186.70 to $187.66. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(12) The transaction was executed in multiple trades at prices ranging from $187.80 to $188.79. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(13) The transaction was executed in multiple trades at prices ranging from $188.80 to $189.79. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(14) The transaction was executed in multiple trades at prices ranging from $189.80 to $190.79. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(15) The transaction was executed in multiple trades at prices ranging from $190.80 to $191.79. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(16) The transaction was executed in multiple trades at prices ranging from $191.83 to $192.80. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(17) The transaction was executed in multiple trades at prices ranging from $193.00 to $193.98. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(18) The transaction was executed in multiple trades at prices ranging from $194.07 to $194.50. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(19) The transaction was executed in multiple trades at prices ranging from $188.74 to $189.73. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(20) The transaction was executed in multiple trades at prices ranging from $189.78 to $190.77. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(21) The transaction was executed in multiple trades at prices ranging from $190.78 to $191.70. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(22) The transaction was executed in multiple trades at prices ranging from $191.82 to $192.76. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(23) The transaction was executed in multiple trades at prices ranging from $192.82 to $193.69. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
SMITH PATRICK W
17800 NORTH 85TH STREET
SCOTTSDALE, AZ 85255
X
CHIEF EXECUTIVE OFFICER

Signatures
/s/ Patrick W. Smith, by Isaiah Fields, Attorney-in-Fact1/27/2023
**Signature of Reporting PersonDate


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 control number.
Axon Enterprise (NASDAQ:AAXN)
Historical Stock Chart
From Feb 2024 to Mar 2024 Click Here for more Axon Enterprise Charts.
Axon Enterprise (NASDAQ:AAXN)
Historical Stock Chart
From Mar 2023 to Mar 2024 Click Here for more Axon Enterprise Charts.