[Form 4] FormFactor Inc. Insider Trading Activity

Rhea-AI Filing Summary

Form 4 filed for Aric Brendan McKinnis, CFO and SVP Global Finance of FormFactor, Inc. reports settlement of 773 restricted stock units (RSUs) into the same number of common shares on 09/02/2025, increasing his beneficial ownership to 11,496 shares. To satisfy tax withholding, 193 shares were withheld/sold at $28.43 per share, leaving reported beneficial ownership of 11,303 shares. The filing also shows 2,319 RSUs remaining unvested. The RSUs were originally granted on June 2, 2023 and vest quarterly through June 2, 2026; unvested units are forfeitable if employment ends.

Insights

Financial Analyst

TL;DR: Routine RSU vesting and a tax-withholding sale; modest change in insider holdings with no material capital events.

The filing documents the scheduled settlement of 773 RSUs into common stock and a contemporaneous withholding of 193 shares at $28.43 to cover taxes, reducing post-transaction beneficial ownership from 11,496 to 11,303 shares. Remaining unvested RSUs total 2,319 and vest quarterly through June 2, 2026. These transactions are standard compensation mechanics and do not indicate additional purchases, dispositions for diversification, or sales beyond tax withholding.

Corporate Governance Expert

TL;DR: Compensation-driven equity settlement with standard forfeiture terms; governance implications are routine.

The report confirms RSU settlement tied to an existing grant (June 2, 2023) and reiterates standard forfeiture language if employment terminates. The tax-withholding disposition of 193 shares is an administrative action, not an opportunistic open-market sale disclosed for other reasons. From a governance perspective, the filing documents alignment via equity compensation while preserving standard change-of-control and severance exceptions specified in prior agreements.

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

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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^*

McKinnis Aric Brendan

(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)
09/02/2025

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	09/02/2025		M		773	A	$0(1)	11,496	D
Common Stock	09/02/2025		F		193(2)	D	$28.43	11,303	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
Restricted Stock Units	$0(1)	09/02/2025		M			773	(3)	(4)	Common Stock	773	$0	2,319	D

Explanation of Responses:

1. These shares of common stock reflect the settlement of restricted stock units of the Issuer. Each Restricted Stock Unit (RSU) is convertible into a share of common stock on a 1-for-1 basis.

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

3. The Restricted Stock Units granted on June 2, 2023 vest in twelve (12) quarterly installments beginning on September 2, 2023 and ending on June 2, 2026 and will be settled into shares of common stocks on or following the vesting date.

4. 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 Aric McKinnis	09/03/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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