8-K current report · filed May 19, 2026

FORMFACTOR INC (FORM) 8-K Current Report: May 19, 2026

Item 5.02Item 5.07Item 5.03FORM overviewOriginal on SEC EDGAR

Short answer

FORMFACTOR INC (FORM) filed an 8-K current report with the SEC on May 19, 2026 reporting Item 5.02 (Departure/Election of Directors or Officers), Item 5.07 (Submission of Matters to a Vote of Security Holders), Item 5.03 (Amendments to Articles of Incorporation or Bylaws). Stockholders approved 5,000,000 additional shares reserved under FormFactor’s 2012 Equity Incentive Plan.

FORMFACTOR INC 8-K event analysis

AI summary of each reported item and its exhibits

Item 5.02 · Departure/Election of Directors or Officers

  • Stockholders approved 5,000,000 additional shares reserved under FormFactor’s 2012 Equity Incentive Plan
  • Potential future equity issuance and dilution for existing shareholders
  • Expanded compensation capacity supports employee retention and recruiting
  • Approval occurred at the May 15, 2026 annual meeting following board and Compensation Committee authorization

Item 5.03 · Amendments to Articles of Incorporation or Bylaws

  • Stockholders approved officer exculpation protections permitted under Delaware law
  • Amendment effective May 15, 2026 upon filing with Delaware Secretary of State
  • Certain officers receive protection from personal liability for specified fiduciary-duty claims
  • Removed obsolete board-classification language and references to the 2024 annual meeting

Item 5.07 · Submission of Matters to a Vote of Security Holders

  • All seven director nominees re-elected, preserving board composition for another one-year term
  • Officer exculpation charter amendment approved, reducing potential personal liability exposure for officers
  • Executive compensation approved on an advisory basis, signaling shareholder support for current pay practices
  • Equity plan expanded by 5,000,000 shares, increasing future dilution capacity for employee and executive awards
  • KPMG ratified as fiscal 2026 auditor with 68,722,097 votes, maintaining auditor continuity

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