What changed in this filing

/stocks — the workspaceLOADING

Item 3. Legal Proceedings

2025-02-14 compared with 2024-02-16 · 30 added, 54 removed, 59 unchanged (59% of the section changed)

10 unchanged sentences

Environmental Matters

Vishay is involved in environmental remediation programs at various sites currently or formerly owned by Vishay and its subsidiaries both within and outside of the U.S.,

in addition to involvement as a potentially responsible party (“PRP”) at Superfund sites.

Vishay is involved in environmental remediation programs at various sites currently or formerly owned by Vishay and its subsidiaries both within and outside of the U.S., in addition to involvement as a potentially

responsible party (“PRP”) at Superfund sites.

Certain obligations as a PRP have arisen in connection with business acquisitions.

The remediation programs are on-going and the ultimate cost of site cleanup

is difficult to predict given the uncertainties regarding the extent of the required cleanup, the interpretation of applicable laws and regulations, and alternative cleanup methods.

The remediation programs are on-going and the ultimate cost of site cleanup is difficult to predict given the

uncertainties regarding the extent of the required cleanup, the interpretation of applicable laws and regulations, and alternative cleanup methods.

See also Note 13 to our consolidated financial statements.

Vishay GSI, Inc.

(“VGSI”), a wholly owned subsidiary of the Company, is a direct defendant in two separate, but related, litigation matters:

(1) 101 Frost Street Associates, L.P.

United States Department of Energy et al .;

and (2) Hicksville

Water District v.

(“VGSI”), a wholly owned subsidiary of the Company, was a direct defendant in two separate, but related, litigation matters previously pending in the United States District Court for the Eastern

District of New York:

(1) Hicksville Water District v.

United States Department of Energy, et al.;

VGSI was also a third-party defendant in a third related matter, United States v Island

Transportation Corp.

On September 12, 2022, the United States District Court for the Eastern District of New York dismissed all third-party complaints commenced by

Island Transportation Corp.

against nineteen third-party defendants including VGSI.

The two remaining cases are pending in the United States District Court for the Eastern District of New York.

The two remaining cases contain claims for recovery of response costs under the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”), and

allege that a predecessor’s manufacturing operations in Hicksville, New York (the “Site”), between 1960 and 1993, impacted groundwater beneath and downgradient of the Site.

The groundwater beneath and downgradient of the Site is part of the New

Cassel/Hicksville Groundwater Contamination Site, which was added to the National Priorities List pursuant to CERCLA on September 15, 2011.

The Company is vigorously contesting plaintiff’s claims and will aggressively prosecute its affirmative

VGSI was served in August 2023 with a complaint brought by the Hicksville Water District against multiple

The matter, Hicksville Water District v.

Alsy Manufacturing, Inc., is pending in the Supreme Court of the State of New York, County of Nassau.

As with two other previously reported cases pending in the United States District Court for the

Eastern District of New York, the newest case contains claims for recovery of response costs under CERCLA, and alleges that a predecessor’s manufacturing operations in the Site, between 1960 and 1993, impacted groundwater beneath and downgradient

VGSI is vigorously contesting plaintiff’s claims and will aggressively prosecute its affirmative claims.

On August 31, 2023, Vishay was notified by the U.S.

Environmental Protection Agency ("EPA") of potential violations of the Resource Conservation and Recovery Act and the

Solid Waste Disposal Act.

The alleged violations relate to the handling, storage, inspection, and labeling of hazardous waste at Vishay's facility located in Columbus, Nebraska.

Vishay has reached an agreement with the EPA, subject to execution of

and finalization of the Consent Agreement, including the filing and ratification of the Consent Agreement, including the filing and ratification of the Consent Agreement by the Regional Hearing Clerk for EPA, Region 7, to settle this matter for a

civil penalty of $387,000 and committing to submit quarterly compliance reports to the EPA for one year.

Vishay admits no violation of any law or regulation under the agreement.

The Company does not expect the matter or its settlement as proposed to have a material effect on its financial condition or results of operations.

and (2) Hicksville Water District v.

Alsy Manufacturing, Inc.

These cases contain claims for recovery of response costs under the Comprehensive

Environmental Response, Compensation and Liability Act (“CERCLA”), and allege that a predecessor’s manufacturing operations in Hicksville, New York (the “Site”), between 1960 and 1993, impacted groundwater beneath and downgradient of the Site.

groundwater beneath and downgradient of the Site is part of the New Cassel/Hicksville Groundwater Contamination Site, which was added to the National Priorities List pursuant to CERCLA on September 15, 2011.

VGSI and the Hicksville Water District reached a comprehensive settlement of both cases brought by the Hicksville

Water District that resolves all past and future claims, known and unknown.

Vishay admitted no liability and agreed to pay the Hicksville Water District $3 million.

The settlement was approved by the court and both cases were dismissed in late

VGSI remains a defendant in one remaining case, 101 Frost Street Associates, L.P.

United States Department of Energy et al., pending before the United States District Court for the Eastern District of New York.

The remaining case contains claims for recovery of response costs under CERCLA, and alleges that a predecessor’s manufacturing operations in the Site, between 1960 and 1993, impacted groundwater beneath and downgradient of the Site.

vigorously contesting plaintiff’s claims and will aggressively prosecute its affirmative claims.

MINE SAFETY DISCLOSURES

6 unchanged sentences

Chief Executive Officer, President, and Director

Lori Lipcaman

David McConnell

Executive Vice President and Chief Financial Officer

Executive Vice President - Chief Operating Officer

Executive Vice President - Chief Technical Officer

Executive Vice President - Chief Operating Officer - Semiconductors and Chief Technical Officer

Peter Henrici

21 unchanged sentences

His experience with Vishay includes worldwide and divisional leadership roles in engineering, marketing, operations, and

Lori Lipcaman was appointed Executive Vice President and Chief Financial Officer of the Company effective September 1, 2011.

Lipcaman had been appointed Executive

Vice President Finance and Chief Accounting Officer in September 2008.

Previously, she served as Vishay’s Corporate Senior Vice President, Operations Controller, from March 1998 to September 2008.

Prior to that, she served in various positions of

increasing responsibility in finance and controlling since joining the Company in May 1989.

Jeff Webster was appointed Executive Vice President - Chief Operating Officer effective January 1, 2023.

Webster served as Executive Vice President, Business Head Passive Components from 2020-2022.

He has held various positions of increasing responsibility since joining Vishay in 2000, including Senior Vice President Global Quality

(2014-2019) and Vice President Global Quality – Actives (2000-2014).

Roy Shoshani was appointed Executive Vice President – Chief Technical

Officer effective January 1, 2023.

Shoshani has held various positions of increasing responsibility since joining Vishay in 2004, including Deputy to the Chief Technical Officer (2021-2022), Vice President Integrated Circuits Division

(2009-2022), and Vice President R&D – Semiconductors (2019-2021).

David McConnell was appointed Executive Vice President and Chief Financial Officer of the Company effective March 1, 2024.

McConnell has held various positions of

increasing responsibility since joining Vishay in 1992, including Senior Vice President - Corporate Treasurer and Risk Management from 2016-2024, and responsibility for corporate treasury since 2011.

Roy Shoshani was appointed Executive Vice President – Chief Operating

Officer – Semiconductors and Chief Technical Officer effective January 13, 2025.

Shoshani has held various positions of increasing responsibility since joining Vishay in 2004, including Executive Vice President – Chief Technical Officer

(2023-2025), Deputy to the Chief Technical Officer (2021-2022), Vice President Integrated Circuits Division (2009-2022), and Vice President R&D – Semiconductors (2019-2021).

Prior to joining Vishay, Mr.

Shoshani worked for Harmonic.

Shoshani’s experience with Vishay includes divisional leadership roles in R&D, marketing, business

development and operations.

Shoshani’s experience with Vishay includes divisional leadership roles in R&D, marketing, business development and operations.

Peter Henrici was appointed Executive Vice President – Corporate

9 unchanged sentences

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.

What changed 10-K

Item 3. Legal Proceedings