Other Information
−Removed: During the fiscal quarter ended September 30, 2023, the individual listed below serving as a director and officer (as defined in Rule 16a-1(f) of the
−Removed: Exchange Act) of the Company adopted a trading arrangement for the sale of the Company’s securities as described in Item 408 of Regulation S-K of the Securities Act.
−Removed: The material terms of the plan which are intended to satisfy the affirmative
−Removed: defense conditions of Rule 10b5-1(c) of the Exchange Act (“Rule 10b5-1 Plan”), are as follows:
−Removed: Marc Zandman , Executive Chair of the Board of Directors and Chief Business Development Officer of the Company, adopted a Rule 10b5-1 Plan on September 14, 2023 .
−Removed: Under this plan, up to 69,743
−Removed: shares of Vishay common stock may be sold from January 15, 2024 until the plan expires on June 30, 2024.
−Removed: Indenture, dated as
−Removed: of September 12, 2023, by and between Vishay Intertechnology, Inc.
−Removed: and HSBC Bank USA, National Association, as Trustee.
−Removed: Incorporated by reference to Exhibit 4.1 in our current report on Form 8-K filed September 12, 2023.
−Removed: Form of Global Note, representing Vishay
−Removed: Intertechnology, Inc.'s 2.25% Senior Convertible Notes due 2030 (included as Exhibit A to the Indenture filed as Exhibit 4.1).
−Removed: Incorporated by reference to Exhibit 4.2 in our current report on Form 8-K filed September 12, 2023.
−Removed: Form of Base Capped Call Confirmation.
−Removed: Incorporated by reference to Exhibit 10.1 in our current report on Form 8-K filed September 12, 2023.
−Removed: Form of Additional Capped Call Confirmation.
−Removed: Incorporated by reference to Exhibit 10.2 in our current report on Form 8-K filed September 12, 2023.
+Added: None of our directors or executive officers adopted or terminated a Rule 10b5-1 trading arrangement
+Added: or adopted or terminated a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the fiscal quarter ended March 30, 2024.
+Added: Amendment to Employment Agreement, dated February 27,
+Added: 2024, between Vishay Dale Electronics LLC (a wholly owned subsidiary of Vishay Intertechnology, Inc.), Vishay Intertechnology, Inc., and Joel Smejkal.
+Added: Incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed
+Added: February 29, 2024.
+Added: Amendment to Employment Agreement, dated February 27,
+Added: 2024, between Vishay Israel Ltd.
+Added: (a wholly owned subsidiary of Vishay Intertechnology, Inc.), Vishay Intertechnology, Inc., and Jeff Webster.
+Added: Incorporated by reference to Exhibit 10.2 to our current report on Form 8-K, filed February 29,
+Added: Employment Agreement, dated February 27, 2024, between
+Added: Vishay Intertechnology, Inc., and David E.
+Added: Incorporated by reference to Exhibit 10.3 to our current report on Form 8-K, filed February 29, 2024.
+Added: Amendment to Employment Agreement, dated February 27,
+Added: 2024, between Siliconix incorporated (a wholly owned subsidiary of Vishay Intertechnology, Inc.), Vishay Intertechnology, Inc., and Roy Shoshani.
+Added: Incorporated by reference to Exhibit 10.4 to our current report on Form 8-K, filed February
+Added: Employment Agreement, dated February 27, 2024, between
+Added: Vishay Intertechnology, Inc., and Michael O'Sullivan.
+Added: Incorporated by reference to Exhibit 10.5 to our current report on Form 8-K, filed February 29, 2024.
+Added: Amendment to Employment Agreement, dated February 27,
+Added: 2024, between Vishay Intertechnology, Inc., and Peter Henrici.
+Added: Incorporated by reference to Exhibit 10.6 to our current report on Form 8-K, filed February 29, 2024.
+Added: of Executive Officer Restricted Stock Unit Agreement.
+Added: Form of Performance-Based Restricted Stock
+Added: Unit Agreement.
Certification pursuant to Rule 13a-14(a)
1 unchanged sentence
Certification pursuant to Rule 13a-14(a)
−Removed: or 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 - Lori Lipcaman, Chief Financial Officer.
+Added: or 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 - David E.
+Added: McConnell, Chief Financial Officer.
Certification Pursuant to 18 U.S.C.
1 unchanged sentence
Certification Pursuant to 18 U.S.C.
−Removed: Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 – Lori Lipcaman, Chief Financial Officer.
−Removed: Interactive Data File (Quarterly Report on Form 10-Q, for the quarterly period ended September 30, 2023, furnished in iXBRL (Inline eXtensible
−Removed: Business Reporting Language)).
+Added: Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 – David E.
+Added: McConnell, Chief Financial Officer.
+Added: Interactive Data File (Quarterly Report on Form 10-Q, for the quarterly period ended March 30, 2024, furnished in iXBRL (Inline eXtensible Business
+Added: Reporting Language)).
Cover Page Interactive Data File (formatted as Inline eXtensible Business Reporting Language and contained in Exhibit 101)
2 unchanged sentences
VISHAY INTERTECHNOLOGY, INC.
−Removed: /s/ Lori Lipcaman
−Removed: Lori Lipcaman
Executive Vice President and Chief Financial Officer
−Removed: (as a duly authorized officer and principal financial and
−Removed: accounting officer)
−Removed: November 8, 2023
+Added: (as a duly authorized officer and principal financial officer)
+Added: Senior Vice President - Chief Accounting Officer
+Added: (as a duly authorized officer and principal accounting officer)
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.