Item 5. Other Information
Item 5. Other Information
Rule 10b5-1 Trading Arrangements
During the quarter ended June 29, 2024, no director or officer of the Company adopted , modified, or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” as each term is defined in Item 408(a) of Regulation S-K.
The information below is reported in lieu of information that would be reported under Item 5.02 under Form 8-K.
Form of Change of Control Severance Agreement
On August 2, 2024, we adopted a severance plan (the “Plan”) to better provide for the retention of key executives by providing them with a higher degree of financial security. Shai Shahar, our Chief Financial Officer, is a participant under the Plan, which supersedes our Change of Control Severance Agreement, dated July 20, 2022, with him. The Plan provides Mr. Shahar with substantially the same benefits he had under his prior agreement with the Company and, subject to his signing a release of claims in favor of our Company, adds the following new severance benefits for a qualifying termination outside of the period beginning 90 days prior to a change of control and ending within 12 months following a change of control of our Company:
• A lump sum cash severance payment equal to one year’s annual base salary and the product of the annual base salary and the annual target bonus percentage in effect in effect on the date of termination; and
• A lump sum cash payment for up to 12 months of the amount of the Company’s monthly health insurance premium under COBRA in effect on the date of the employee’s separation under the Company’s group health plan for the type of coverage in effect for the employee under such plan.
The foregoing description of the Plan is qualified in its entirety by reference to the full text of the FormFactor, Inc. Severance Plan For US Executives, which is filed as exhibit 10.01 to this Quarterly Report on Form 10-Q.
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Item 6. Exhibits
The following exhibits are filed herewith and this list constitutes the exhibit index.
Exhibit Incorporated by Reference Filed
Number Exhibit Description Form Date Number Herewith
10.01+
FormFactor, Inc. Sev er ance Plan for US Executives
X
31.01 Certification of Chief Executive Officer pursuant to 15 U.S.C. Section 7241, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
X
31.02 Certification of Chief Financial Officer pursuant to 15 U.S.C. Section 7241, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
X
32.01 Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
*
101 The following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 29, 2024, formatted in Inline XBRL: (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Income, (iii) Condensed Consolidated Statements of Comprehensive Income, (iv) Condensed Consolidated Statements of Stockholders’ Equity, (v) Condensed Consolidated Statements of Cash Flows, and (vi) Notes to Condensed Consolidated Financial Statements, tagged as blocks of text and including detailed tags
X
101.INS XBRL Instance Document X
101.SCH XBRL Taxonomy Extension Schema Document X
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document X
101.DEF XBRL Taxonomy Extension Definition Linkbase Document X
101.LAB XBRL Taxonomy Extension Label Linkbase Document X
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document X
104 The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 29, 2024, formatted in Inline XBRL (included as Exhibit 101)
X
______________________________________
* This exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, whether made before or after the date hereof and irrespective of any general incorporation language in any filings.
+ Indicates a management contract or compensatory plan or arrangement.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
FormFactor, Inc.
Date: August 6, 2024 By: /s/ SHAI SHAHAR
Shai Shahar
Chief Financial Officer
(Duly Authorized Officer, Principal Financial Officer, and Principal Accounting Officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.