Bel Fuse (BELFA) approves first amendments to CEO and CFO employment deals

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Bel Fuse Inc. reported that its board’s compensation committee approved first amendments to the employment agreements of President and Chief Executive Officer Farouq Tuweiq and Chief Financial Officer and Principal Accounting Officer Lynn Hutkin. The amendments were executed on July 2, 2026 and made effective as of June 1, 2026.

The detailed terms of these amended agreements are contained in exhibits 10.1 and 10.2 to this report, which are incorporated by reference.

8-K Event Classification

2 items: 5.02, 9.01

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Par value per share: $0.10 Effective date of amendments: June 1, 2026 Execution date of amendments: July 2, 2026

3 metrics

Par value per share $0.10 Class A and Class B common stock par value

Effective date of amendments June 1, 2026 Effective date for CEO and CFO agreement amendments

Execution date of amendments July 2, 2026 Date CEO and CFO first amendments were executed

Key Terms

compensation committee, Employment Agreement, Principal Accounting Officer, emerging growth company

4 terms

compensation committee financial

"On July 1, 2026, the compensation committee (the “Committee”) of the Board of Directors"

A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.

Employment Agreement financial

"the Employment Agreement by and between the Company and Lynn Hutkin"

Principal Accounting Officer financial

"the Company’s Chief Financial Officer and Principal Accounting Officer"

The Principal Accounting Officer is the person responsible for making sure a company's financial records are accurate and follow the rules. They play a key role in preparing financial reports that show how well the company is doing. This helps investors, managers, and regulators trust the company's financial information.

emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

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Available on EDGAR 07/02/2026 - 04:37 PM Accepted by SEC EDGAR 07/02/2026 - 04:37 PM

FAQ

What executive changes did Bel Fuse (BELFA) disclose in this 8-K?

Bel Fuse disclosed that its compensation committee approved first amendments to the employment agreements of CEO Farouq Tuweiq and CFO and Principal Accounting Officer Lynn Hutkin, formalizing updated contract terms through new agreement amendments.

When did the amended CEO and CFO employment agreements at Bel Fuse become effective?

The first amendments to the employment agreements for Bel Fuse’s CEO and CFO became effective on June 1, 2026, with the amendments themselves executed on July 2, 2026 and then filed as exhibits to this report.

Where can investors find the full terms of Bel Fuse’s amended executive employment agreements?

The full terms are provided in exhibits 10.1 and 10.2 to the report. These exhibits contain the complete text of the first amendments for CEO Farouq Tuweiq and CFO Lynn Hutkin and are incorporated by reference.

Which Bel Fuse executives are covered by the employment agreement amendments?

The amendments cover President and Chief Executive Officer Farouq Tuweiq and Chief Financial Officer and Principal Accounting Officer Lynn Hutkin. Both executives have existing employment agreements that were modified through first amendments approved by the compensation committee.

Did Bel Fuse change its corporate status or securities listing in this filing?

No changes to corporate status or exchange listings were disclosed. Bel Fuse’s Class A and Class B common stock continue to trade on the Nasdaq Global Select Market under the symbols BELFA and BELFB, respectively, with a stated par value of $0.10 per share.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): July 1, 2026

BEL FUSE INC.

(Exact Name of Registrant as Specified in its Charter)

New Jersey		000-11676		22-1463699
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

300 Executive Drive, Suite 300, West Orange, New Jersey		07052
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: (201) 432-0463

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol	Name of Exchange on Which Registered
Class A Common Stock ($0.10 par value)	BELFA	Nasdaq Global Select Market
Class B Common Stock ($0.10 par value)	BELFB	Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 1, 2026, the compensation committee (the “Committee”) of the Board of Directors of Bel Fuse, Inc. (the “Company”) authorized and approved the First Amendment (the “Tuweiq First Amendment”) to the Amended and Restated Employment Agreement by and between the Company and Farouq Tuweiq, the Company’s President and Chief Executive Officer (the “Tuweiq Employment Agreement”) and the First Amendment (the “Hutkin First Amendment”) to the Employment Agreement by and between the Company and Lynn Hutkin, the Company’s Chief Financial Officer and Principal Accounting Officer (the “Hutkin Employment Agreement”). These amendments to each respective employment agreement were executed on July 2, 2026 and were effective as of June 1, 2026.

The changes to the Tuweiq Employment Agreement resulting from the Tuweiq First Amendment are to:

●

increase his base salary from $600,000 to $725,000;

●

increase his target annual variable compensation from $1,600,000 to $2,100,000, and change the allocation of his variable compensation from 50% cash and 50% in the form of time-based restricted stock units (“RSUs”) to 40% cash and 60% RSUs; and

●

increase his annual Long-Term Performance Award (as defined in the Tuweiq Employment Agreement) from $1,200,000 to $1,875,000.

The changes to the Hutkin Employment Agreement resulting from the Hutkin First Amendment are to:

●

increase her base salary from $300,000 to $400,000;

●

increase her annual variable compensation percentage from 125% to 150% of base salary, and change the allocation of her variable compensation from 60% cash and 40% in the form of RSUs to 55% cash and 45% RSUs; and

●

increase the percentage of her annual Long-Term Performance Award (as defined in the Hutkin Employment Agreement) from 75% to 100% of base salary.

The foregoing descriptions of the Tuweiq First Amendment and the Hutkin First Amendment are summaries only and are qualified in their entirety by reference to the full text of the Tuweiq First Amendment and the Hutkin First Amendment, respectively, which are filed as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K and are incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit No.		Description
10.1		First Amendment, dated as of July 2, 2026, to the Amended and Restated Employment Agreement by and between Bel Fuse Inc. and Farouq Tuweiq.
10.2		First Amendment, dated as of July 2, 2026, to the Employment Agreement by and between Bel Fuse Inc. and Lynn Hutkin.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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 hereunto duly authorized.

Date: July 2, 2026	BEL FUSE INC.
	(Registrant)


By:	/s/ Farouq Tuweiq
	Farouq Tuweiq
	President and Chief Executive Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

6 documents