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FormFactor (NASDAQ: FORM) CFO settles 1,620 RSUs, withholds 404 shares for taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

FormFactor Inc CFO and SVP Global Finance Aric Brendan McKinnis reported vesting and settlement of 1,620 Restricted Stock Units into an equal number of common shares on August 5–6, 2026. These RSUs came from grants dated August 5, 2024 and November 6, 2025 that vest in twelve quarterly installments and settle in stock on or after each vesting date. On those dates, 404 shares of common stock were withheld at prices of $114.44 and $115.21 per share to cover tax withholding obligations. The filing indicates these transactions were not made under a Rule 10b5-1 trading plan.

Positive

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Negative

  • None.
Insider McKinnis Aric Brendan
Role CFO, SVP Global Finance
Type Security Shares Price Value
Exercise Restricted Stock Units F5, F4 1,099 $0.00 $0.00
Exercise Common Stock F1 1,099 $0.00 $0.00
Tax Withholding Common Stock F2 274 $115.21 $32K
Exercise Restricted Stock Units F3, F4 521 $0.00 $0.00
Exercise Common Stock F1 521 $0.00 $0.00
Tax Withholding Common Stock F2 130 $114.44 $15K
Holdings After Transaction: Restricted Stock Units — 11,975 shares (Direct); Common Stock — 14,152 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 November 6, 2025 vest in twelve (12) quarterly installments beginning on February 6, 2026 and ending on November 6, 2028 and will be settled into shares of common stock on or following the vesting dates.
RSUs settled on August 5, 2026 521 shares Restricted Stock Units converted into common stock on August 5, 2026
RSUs settled on August 6, 2026 1,099 shares Restricted Stock Units converted into common stock on August 6, 2026
Total RSUs settled 1,620 shares Exercise or conversion of derivative securities reported in the Form 4
Shares withheld for taxes on August 5, 2026 130 shares at $114.44 per share Common stock withheld upon RSU vesting to cover tax withholding obligations
Shares withheld for taxes on August 6, 2026 274 shares at $115.21 per share Common stock withheld upon RSU vesting to cover tax withholding obligations
Total shares withheld for taxes 404 shares Aggregate shares delivered or withheld for payment of tax liability
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 financial
"except as provided in the change of control severance agreement and any other agreements"
vesting dates financial
"will be settled into shares of common stock on or following the vesting dates"

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transactions did FORM CFO Aric McKinnis report in this Form 4?
Aric McKinnis reported the settlement of 1,620 Restricted Stock Units into common stock on August 5–6, 2026. In connection with these vestings, 404 shares of common stock were withheld to cover tax withholding obligations at prices of $114.44 and $115.21 per share.

How many FORM RSUs vested for the CFO on August 5 and August 6, 2026?
On August 5, 2026, 521 Restricted Stock Units vested and were settled into common stock. On August 6, 2026, an additional 1,099 Restricted Stock Units vested and settled, for a total of 1,620 RSUs converting into an equal number of common shares.

How many FORM shares were withheld for taxes and at what prices?
A total of 404 common shares were withheld to cover tax withholding obligations. This included 130 shares at $114.44 per share on August 5, 2026 and 274 shares at $115.21 per share on August 6, 2026.

What are the vesting schedules of the FORM RSU grants reported in this Form 4?
RSUs granted on August 5, 2024 vest in twelve quarterly installments from November 5, 2024 through August 5, 2027. RSUs granted on November 6, 2025 vest in twelve quarterly installments from February 6, 2026 through November 6, 2028, with shares settled on or after each vesting date.

Were the FORM CFO’s transactions made under a Rule 10b5-1 trading plan?
No. The Form 4’s Rule 10b5-1 checkbox is not marked as an affirmative plan, indicating the reported RSU settlements and related share withholdings were not executed pursuant to a Rule 10b5-1 trading arrangement adopted under SEC rules.

Do the reported FORM transactions involve option exercises or only RSU settlements?
The reported activity involves Restricted Stock Units settling into common stock, not stock option exercises. Each RSU converts into one share of common stock, with a transaction price of $0.00 per share for the settlement itself, separate from tax-related share withholdings.
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*
McKinnis Aric Brendan
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
CFO, SVP Global Finance
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 Stock08/05/2026M521A$0(1)13,457D
Common Stock08/05/2026F130(2)D$114.4413,327D
Common Stock08/06/2026M1,099A$0(1)14,426D
Common Stock08/06/2026F274(2)D$115.2114,152D
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$008/05/2026M521 (3) (4)Common Stock521$02,084D
Restricted Stock Units$008/06/2026M1,099 (5) (4)Common Stock1,099$09,891D
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 November 6, 2025 vest in twelve (12) quarterly installments beginning on February 6, 2026 and ending on November 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 Aric McKinnis08/07/2026
** 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