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FormFactor (NASDAQ: FORM) CEO RSUs vest, tax shares withheld

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(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

FormFactor CEO Mike Slessor reported settlement of 9,675 Restricted Stock Units into common stock on August 5–6, 2026, reflecting quarterly vesting from August 2024 and August 2025 RSU grants. To cover taxes, 5,385 shares of common stock were withheld at prices around $114–$115 per share. Unvested RSUs are forfeitable if employment ends before future vesting dates, subject to existing change-of-control and severance agreements.

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Insider SLESSOR MIKE
Role CEO
Type Security Shares Price Value
Exercise Restricted Stock Units F5, F4 6,031 $0.00 $0.00
Exercise Common Stock F1 6,031 $0.00 $0.00
Tax Withholding Common Stock F2 3,357 $115.21 $387K
Exercise Restricted Stock Units F3, F4 3,644 $0.00 $0.00
Exercise Common Stock F1 3,644 $0.00 $0.00
Tax Withholding Common Stock F2 2,028 $114.44 $232K
Holdings After Transaction: Restricted Stock Units — 62,824 shares (Direct); Common Stock — 434,702 shares (Direct)
Footnotes (5)
  1. F1. 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. F2. Represents the number of shares withheld upon vesting of restricted stock units to cover tax withholding obligations.
  3. F3. The Restricted Stock Units granted on August 5, 2024 vest in twelve (12) quarterly installments beginning on November 5, 2024 and ending on August 5, 2027 and will be settled into shares of common stock on or following the vesting dates.
  4. F4. 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.
  5. F5. The Restricted Stock Units granted on August 6, 2025 vest in twelve (12) quarterly installments beginning on November 6, 2025 and ending on August 6, 2028 and will be settled into shares of common stock on or following the vesting dates.
RSUs settled to common stock 9,675 shares Total Restricted Stock Units settled into common stock on August 5–6, 2026
Shares withheld for taxes 5,385 shares Common shares withheld to cover tax withholding obligations on August 5–6, 2026
Tax withholding price 6 Aug 2026 $115.21 per share Per-share value for 3,357 shares withheld for taxes on August 6, 2026
Tax withholding price 5 Aug 2026 $114.44 per share Per-share value for 2,028 shares withheld for taxes on August 5, 2026
RSUs vesting from 2024 grant 3,644 units Restricted Stock Units from August 5, 2024 grant vesting on August 5, 2026
RSUs vesting from 2025 grant 6,031 units Restricted Stock Units from August 6, 2025 grant vesting on August 6, 2026
Restricted Stock Units financial
"Each Restricted Stock Unit (RSU) is convertible into a share of common stock"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax withholding obligations financial
"Shares withheld upon vesting of restricted stock units to cover tax withholding obligations"
change of control severance agreement regulatory
"Except as provided in the change of control severance agreement and other agreements"
vesting dates financial
"Will be settled into shares of common stock on or following the vesting dates"

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FAQ

What insider equity transactions did FORM CEO Mike Slessor report for August 5–6, 2026?
Mike Slessor reported settlement of 9,675 Restricted Stock Units into common stock over August 5–6, 2026. In connection with these vestings, 5,385 shares of common stock were withheld to cover tax withholding obligations, based on per-share values of $114.44 and $115.21.

How many RSUs from the August 5, 2024 grant vested for FORM's CEO on August 5, 2026?
On August 5, 2026, 3,644 Restricted Stock Units from the August 5, 2024 grant vested for FormFactor CEO Mike Slessor. These units convert into common stock on a 1-for-1 basis under a twelve-installment quarterly vesting schedule running through August 5, 2027.

How many RSUs from the August 6, 2025 grant vested for FORM's CEO on August 6, 2026?
On August 6, 2026, 6,031 Restricted Stock Units from the August 6, 2025 grant vested for Mike Slessor. The RSUs vest in twelve quarterly installments beginning November 6, 2025 and ending August 6, 2028, with each vested unit settling into one share of common stock.

How many FORM shares were withheld to cover taxes on the August 2026 vestings?
A total of 5,385 common shares were withheld to satisfy tax withholding obligations related to the August 2026 RSU vestings. This included 2,028 shares valued at $114.44 per share on August 5 and 3,357 shares valued at $115.21 per share on August 6.

At what prices were FORM shares valued when withheld for the CEO's tax obligations?
For tax withholding, 2,028 shares were valued at $114.44 per share on August 5, 2026, and 3,357 shares were valued at $115.21 per share on August 6, 2026. These prices determined the number of shares withheld to cover withholding taxes.

What are the vesting schedules for FORM CEO Mike Slessor's 2024 and 2025 RSU grants?
The August 5, 2024 RSU grant vests in twelve quarterly installments from November 5, 2024 through August 5, 2027. The August 6, 2025 RSU grant also vests in twelve quarterly installments, beginning November 6, 2025 and ending August 6, 2028, with each vested RSU settling into one common share.

What happens to unvested FORM RSUs for the CEO if employment terminates?
If Mike Slessor's employment ends before an applicable vesting date, all unvested Restricted Stock Units are generally forfeited without consideration. Exceptions can apply under a change of control severance agreement or other equity vesting and exercisability agreements filed with the SEC.
SEC Form 4
FORM 4UNITED 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*
SLESSOR MIKE
(Last)(First)(Middle)
7005 SOUTHFRONT ROAD
(Street)
LIVERMORE CALIFORNIA 94551
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
FORMFACTOR INC [ FORM ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/05/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock08/05/2026M3,644A$0(1)434,056D
Common Stock08/05/2026F2,028(2)D$114.44432,028D
Common Stock08/06/2026M6,031A$0(1)438,059D
Common Stock08/06/2026F3,357(2)D$115.21434,702D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units$008/05/2026M3,644 (3) (4)Common Stock3,644$014,576D
Restricted Stock Units$008/06/2026M6,031 (5) (4)Common Stock6,031$048,248D
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 August 5, 2024 vest in twelve (12) quarterly installments beginning on November 5, 2024 and ending on August 5, 2027 and will be settled into shares of common stock on or following the vesting dates.
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.
5. The Restricted Stock Units granted on August 6, 2025 vest in twelve (12) quarterly installments beginning on November 6, 2025 and ending on August 6, 2028 and will be settled into shares of common stock on or following the vesting dates.
Remarks:
/s/ Stan Finkelstein, Attorney-in-fact for Mike Slessor08/07/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR