STOCK TITAN

GSI Technology renews Taiwan facility lease to 2029

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

GSI Technology, Inc. (GSIT) reported that its wholly owned subsidiary, GSI Technology Taiwan Inc., entered into a Factory Lease Agreement with Tai Yuen Textile Co., Ltd. on August 18, 2026. The agreement extends the lease of a 25,250 square foot office and operations facility in Chu-Pei City, Taiwan for three years, from September 1, 2026 through August 31, 2029, at a monthly rent of NT$605,640 (approximately US$19,015), inclusive of tax.

The company also held its annual meeting of stockholders on August 20, 2026. Stockholders elected five director nominees—Elizabeth Cholawsky, Haydn Hsieh, Ruey L. Lu, Lee-Lean Shu, and Ronald R. Steger—with each receiving over 14.8 million votes in favor and approximately 0.7–1.4 million votes withheld, plus 9.5 million broker non-votes. Stockholders voted on two additional matters, each receiving over 15 million votes in favor.

Positive

  • None.

Negative

  • None.

Filing Explained

GSI Technology Taiwan entered the lease extension on August 18, 2026; it starts September 1, 2026 and commits the wholly owned subsidiary to monthly rent of NT$605,640 through August 31, 2029 for its Taiwan office and operations facility.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Facility size 25,250 square foot Size of leased premises in Chu-Pei City, Taiwan
Monthly rent NT$605,640 Monthly rent, inclusive of tax, under the Factory Lease Agreement
Approximate monthly rent in U.S. dollars approximately US$19,015 Approximate monthly rent equivalent stated by the company
Lease term three (3) years Lease from September 1, 2026 to August 31, 2029
Votes for Lee-Lean Shu 15,458,859 Votes for director nominee Lee-Lean Shu
Votes for auditor or other proposal 25,328,122 Votes for one additional matter submitted to stockholders
Votes for second additional matter 15,296,402 Votes for another matter submitted to stockholders
Material Definitive Agreement regulatory
"Item 1.01 Entry into a Material Definitive Agreement."
A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.
Factory Lease Agreement financial
"entered into a Factory Lease Agreement (the “Lease Agreement”)"
Broker Non-Vote regulatory
"as well as the number of abstentions and broker non-votes"
A broker non-vote happens when a brokerage firm holds shares in street name for a client but does not cast a ballot on a particular shareholder item because the broker lacks discretionary authority to vote that matter. Think of it like a person who owns a ticket but the ticket-holder refuses to vote on some issues; the share counts for ownership but not for that vote, which can affect whether proposals reach the required number of votes or a quorum.
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.
annual meeting of stockholders regulatory
"The Company held its annual meeting of stockholders on August 20, 2026."

FAQ

What lease agreement did GSIT announce in this Form 8-K?

GSI Technology, Inc. disclosed a Factory Lease Agreement for its Taiwan subsidiary’s primary office and operations facility in Chu-Pei City, Taiwan. The lease runs for three years, from September 1, 2026 to August 31, 2029, covering 25,250 square feet.

What is the monthly rent for GSI Technology’s Taiwan facility under the new lease?

The monthly rent for the Taiwan facility is NT$605,640, which the company states is approximately US$19,015, inclusive of tax, for the 25,250 square foot premises used as the primary office and operations facility of its Taiwan subsidiary.

When does the new lease term for GSIT’s Taiwan facility begin and end?

The lease term begins on September 1, 2026 and expires on August 31, 2029. This three-year period continues GSI Technology Taiwan Inc.’s occupancy of the Chu-Pei City facility used as its main office and operations site.

What corporate governance actions did GSIT report from its August 20, 2026 annual meeting?

GSI Technology reported that stockholders, at the August 20, 2026 annual meeting, elected five director nominees. Each nominee received more than 14.8 million votes for, with withheld votes ranging from about 0.7 million to 1.4 million, plus 9.5 million broker non-votes.

How many votes did the leading GSIT director nominee receive in favor?

Director nominee Lee-Lean Shu received 15,458,859 votes for election, with 744,870 votes withheld and 9,535,179 broker non-votes, according to the reported final vote tallies from the annual meeting.

What other matters did GSIT stockholders vote on besides director elections?

In addition to director elections, stockholders voted on two additional matters. One received 25,328,122 votes for, 236,149 against, and 174,637 abstentions. Another received 15,296,402 votes for, 868,466 against, 38,861 abstentions, and 9,535,179 broker non-votes.

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Learn about SEC filing dates
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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):August 18, 2026

 

GSI Technology, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware  001-33387  77-0398779

(State or other jurisdiction of

incorporation)
 

(Commission File No.)

 

(I.R.S. Employer Identification
No.)

 

1213 Elko Drive
Sunnyvale, California 94089

(Address of principal executive offices)

 

Registrant’s telephone number, including area code:

(408) 331-8800

 

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(s)   Name of each exchange on which registered:
Common Stock, $0.001 par value   GSIT   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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 1.01 Entry into a Material Definitive Agreement.

 

On August 18, 2026, GSI Technology Taiwan Inc., a wholly-owned subsidiary of GSI Technology, Inc. (the “Company”), entered into a Factory Lease Agreement (the “Lease Agreement”) with Tai Yuen Textile Co., Ltd. (the “Lessor”) extending the existing lease of the Company’s 25,250 square foot facility in Chu-Pei City, Taiwan (the “Premises”). The Company uses the Premises as the primary office and operations facility for its Taiwan subsidiary.

 

The Lease Agreement provides for a lease term of three (3) years, commencing on September 1, 2026 and expiring on August 31, 2029. Monthly rent, inclusive of tax, under the Lease Agreement is NT$605,640 (approximately US$19,015).

 

The Lease Agreement is an English translation of the original agreement, which was executed in Chinese.

 

The foregoing description of the Lease Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Lease Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

 

The Company held its annual meeting of stockholders on August 20, 2026. At the annual meeting, the matters set forth below were submitted to a vote of the Company’s stockholders. The final tally of shares voted for, against or withheld, as well as the number of abstentions and broker non-votes, as to each such matter, where applicable, are set forth below.

 

1.The Company’s stockholders elected the following five persons to serve on the Company’s Board of Directors until the next annual meeting of stockholders and until their respective successors are duly elected and qualified, with the votes cast as follows:

 

Director Nominees  For   Withhold   Broker Non-Vote 
Elizabeth Cholawsky   15,450,100    753,629    9,535,179 
Haydn Hsieh   15,086,815    1,116,914    9,535,179 
Ruey L. Lu   14,807,220    1,396,509    9,535,179 
Lee-Lean Shu   15,458,859    744,870    9,535,179 
Ronald R. Steger   15,453,726    750,003    9,535,179 

 

2.The Company’s stockholders ratified the appointment of BDO USA, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2027, with the votes cast as follows:

 

Votes For:   25,328,122 
Votes Against:   236,149 
Abstentions:   174,637 
Broker Non-Votes:   0 

 

 

 

3.The Company’s stockholders approved an advisory (non-binding) resolution regarding the fiscal 2026 compensation of the executive officers named in the Summary Compensation Table, as disclosed in the Company’s proxy statement for the annual meeting, with the votes cast as follows:

 

Votes For:   15,296,402 
Votes Against:   868,466 
Abstentions:   38,861 
Broker Non-Votes:   9,535,179 

 

Item 9.01 Financial Statements and Exhibits.

 

(d)  Exhibits

 

Exhibit No.   Description
10.1   Factory Lease Agreement, dated August 18, 2026, by and between GSI Technology Taiwan Inc. and Tai Yuen Textile Co., Ltd. (English translation)
104  

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

SIGNATURES

 

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: August 21, 2026

 

  GSI Technology, Inc.
   
  By: /s/ Douglas M. Schirle
    Douglas M. Schirle
    Chief Financial Officer

 

 

 

Filing Exhibits & Attachments

4 documents