FormFactor Inc. Insider Trading Activity

Accepted by SEC EDGAR 08/04/2025 - 05:42 PM EDT Learn about SEC filing dates

Insider Trade Summary

22,526 shares exercised/converted

Exercise 7 txns

Insider Shahar Shai

Role CFO, SVP Global Finance

Type	Security	Shares	Price	Value
Grant/Award	Performance-based Restricted Stock Units	17,477	$0.00	$0.00
Exercise	Performance-based Restricted Stock Units	17,477	$0.00	$0.00
Exercise	Restricted Stock Units	5,049	$0.00	$0.00
Exercise	Common Stock	17,477	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	9,709	$28.93	$281K
Exercise	Common Stock	5,049	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	2,805	$28.93	$81K

Holdings After Transaction: Performance-based Restricted Stock Units — 0 contracts (Direct); Restricted Stock Units — 0 contracts (Direct); Common Stock — 54,159 shares (Direct)

Footnotes (6)

1. F1. These performance-based restricted stock units were previously granted and became vested based on the achievement of certain performance criteria in the period 7/1/2022 - 6/30/2025. The Compensation Committee has determined that such performance criteria have been met.
2. F2. Represents the number of shares withheld upon vesting and settlement of the PRSUs to cover tax withholding obligations.
3. F3. The Restricted Stock Units represent the third and final annual installment vest of a three year grant, grant date 8/01/2022.
4. F4. Represents the number of shares withheld upon vesting of restricted stock units to cover tax withholding obligations.
5. F5. Includes 143 shares acquired from the Issuer's Employee Stock Purchase Plan on July 31, 2025.
6. F6. If the reporting person's employment is terminated for any reason before an applicable Vesting Date, all restricted stock units that have not yet vested shall be forfeited without consideration, except as provided in the change of control severance agreement and any other agreements regarding equity vesting and exercisability between the reporting person and Issuer, which agreements or form agreements are filed with the SEC.

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SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Shahar Shai

(Last) (First) (Middle)

7005 SOUTHFRONT ROAD

(Street)

LIVERMORE CA 94551

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FORMFACTOR INC [ FORM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO, SVP Global Finance

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/01/2025		M		17,477(1)	A	$0	61,481	D
Common Stock	08/01/2025		F		9,709(2)	D	$28.93	51,772	D
Common Stock	08/01/2025		M		5,049(3)	A	$0	56,821	D
Common Stock	08/01/2025		F		2,805(4)	D	$28.93	54,159(5)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance-based Restricted Stock Units	$0	08/01/2025		A		17,477		(1)	(1)	Common Stock	17,477	$0	17,477	D
Performance-based Restricted Stock Units	$0	08/01/2025		M			17,477	(1)	(1)	Common Stock	17,477	$0	0	D
Restricted Stock Units	$0	08/01/2025		M			5,049	(3)	(6)	Common Stock	5,049	$0	0	D

Explanation of Responses:

1. These performance-based restricted stock units were previously granted and became vested based on the achievement of certain performance criteria in the period 7/1/2022 - 6/30/2025. The Compensation Committee has determined that such performance criteria have been met.

2. Represents the number of shares withheld upon vesting and settlement of the PRSUs to cover tax withholding obligations.

3. The Restricted Stock Units represent the third and final annual installment vest of a three year grant, grant date 8/01/2022.

4. Represents the number of shares withheld upon vesting of restricted stock units to cover tax withholding obligations.

5. Includes 143 shares acquired from the Issuer's Employee Stock Purchase Plan on July 31, 2025.

6. If the reporting person's employment is terminated for any reason before an applicable Vesting Date, all restricted stock units that have not yet vested shall be forfeited without consideration, except as provided in the change of control severance agreement and any other agreements regarding equity vesting and exercisability between the reporting person and Issuer, which agreements or form agreements are filed with the SEC.

Remarks:

	/s/: Stan Finkelstein, Attorney-in-fact for Shai Shahar	08/01/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.