Industrial software leader joins Keysight (NYSE: KEYS) board
Rhea-AI Filing Summary
Keysight Technologies, Inc. (NYSE: KEYS) reported that its Board of Directors increased its size from ten to eleven members and appointed Scott Reese as a Class I director, effective August 26, 2026, with a term expiring at the 2027 Annual Meeting of Stockholders.
Reese, age 53, brings extensive experience in software product development, cloud platforms, cybersecurity and simulation solutions, including leadership of a $1.2 billion industrial software business at GE Vernova’s Electrification Software and nearly two decades at Autodesk. He will serve on Keysight’s Audit and Finance Committee and Nominating and Corporate Governance Committee and has been determined independent under New York Stock Exchange and Regulation S-K standards. He will receive one-half of the standard annual cash and stock director compensation for the plan year ending February 28, 2027.
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8-K Event Classification
2 items: 5.02, 9.01
2 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Board size after change: 11 directors
Scott Reese age: 53
Industrial software business led by Scott Reese: $1.2 billion
+3 more
6 metrics
Board size after change
11 directors
Board size increased from ten to eleven members effective August 26, 2026
Scott Reese age
53
Age of newly appointed Class I director
Industrial software business led by Scott Reese
$1.2 billion
Size of GE Vernova’s industrial software business he led as President and CEO
Director compensation fraction
One-half of standard annual compensation
Cash and stock for the plan year ending February 28, 2027
Plan year end for director compensation
February 28, 2027
End of plan year for which Scott Reese receives one-half standard compensation
Term expiration year
2027
Scott Reese’s Class I director term expires at the 2027 Annual Meeting
Key Terms
Class I director, Nominating and Corporate Governance Committee, Audit and Finance Committee, independence standards, +2 more
6 terms
Class I director regulatory
"Mr. Reese will serve as a Class I director with a term expiring at the 2027"
A class I director is a member of a company’s board who belongs to one of several groups whose terms expire in a specified year under a staggered election system; each class is elected on a different cycle so only a portion of the board faces re-election each year. This matters to investors because it affects how quickly control of the board can change, the company’s continuity and oversight, and the ease of mounting or defending against takeover efforts—think of a team where only some players are replaced each season rather than the whole roster at once.
Nominating and Corporate Governance Committee regulatory
"will also serve on the Audit and Finance and Nominating and Corporate Governance"
A nominating and corporate governance committee is a group within a company's board of directors responsible for selecting and recommending individuals to serve as company leaders, such as directors or executives. They also develop and oversee policies to ensure the company is run fairly, ethically, and transparently. This committee matters to investors because it helps ensure the company is well-managed and guided by qualified, responsible leadership.
Audit and Finance Committee financial
"will also serve on the Audit and Finance and Nominating and Corporate Governance"
A board-level group charged with overseeing a company’s financial reporting, internal checks and balances, audit processes and relationship with external auditors. Think of them as a trusted inspector and bookkeeper who verify that the company’s accounts are accurate, legal and transparent; their work matters to investors because strong oversight reduces the risk of errors or fraud, builds confidence in reported results and can affect valuation and access to capital.
independence standards regulatory
"The Board has determined that Mr. Reese meets the independence standards adopted"
Regulation S-K regulatory
"Item 407(a) of Regulation S-K of the Securities Act of 1933"
A set of U.S. Securities and Exchange Commission rules that tell public companies which narrative and qualitative details must be disclosed in filings, such as risk factors, management discussion, executive pay, legal proceedings and business description. Think of it as a standardized checklist or blueprint that ensures investors get the same types of background information from every company so they can compare risks, management quality and strategy before making investment decisions.
indemnification agreement regulatory
"the Company and Mr. Reese will enter into the Company’s standard form of indemnification"
An indemnification agreement is a contract in which one party promises to cover losses, costs, or legal claims that another party might face, acting like a tailored safety net or private insurance policy. For investors, it matters because such agreements shift potential financial risk away from a company or its officers and onto the indemnifier, which can affect a company’s future liabilities, cash flow and how risky the investment appears during deal-making or litigation.
FAQ
What board change did Keysight Technologies (KEYS) announce on August 26, 2026?
Keysight Technologies announced that its Board of Directors increased in size from 10 to 11 members and appointed Scott Reese to fill the new seat as a Class I director, effective August 26, 2026, with a term expiring at the 2027 Annual Meeting of Stockholders.
Who is Scott Reese, the new director of Keysight Technologies (KEYS)?
Scott Reese, age 53, most recently served as President and Chief Executive Officer of GE Vernova’s Electrification Software business, leading a $1.2 billion industrial software business and contributing to GE Vernova’s IPO. He previously spent nearly two decades at Autodesk in senior product and software leadership roles.
Which board committees will Scott Reese serve on at Keysight Technologies (KEYS)?
Scott Reese will serve on Keysight’s Audit and Finance Committee and its Nominating and Corporate Governance Committee. The Board determined that he meets independence standards under New York Stock Exchange rules and Item 407(a) of Regulation S-K.
What is the term of Scott Reese’s directorship at Keysight Technologies (KEYS)?
Scott Reese will serve as a Class I director of Keysight Technologies with a term expiring at the company’s 2027 Annual Meeting of Stockholders, consistent with the company’s classified board structure.
How will Scott Reese be compensated as a director of Keysight Technologies (KEYS)?
Scott Reese will receive one-half of Keysight’s standard annual compensation of cash and stock for the plan year ending February 28, 2027, in line with the company’s director compensation program, and will enter into Keysight’s standard indemnification agreement.
Is Scott Reese considered an independent director at Keysight Technologies (KEYS)?
Yes. Keysight’s Board determined that Scott Reese meets the independence standards adopted by the Board in compliance with New York Stock Exchange rules and Item 407(a) of Regulation S-K under the Securities Act.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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 26, 2026
(Exact name of registrant as specified in its charter)
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| of incorporation) | File Number) | Identification No.) | ||||||||||||
| (Address of principal executive offices) | (Zip Code) | ||||||||||
Registrant’s telephone number, including area code (800) 829-4444
(Former name or former address, if changed since last report.)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||
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:
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 5.02 Departure of Directors or Certain Officers; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective August 26, 2026, the Board of Directors (the “Board”) of Keysight Technologies, Inc. (the “Company”), following the recommendations of the Nominating and Corporate Governance Committee, approved an increase in the size of the Board from ten (10) to eleven (11) members and appointed Scott Reese to fill the vacancy arising from the increase in the size of the Board. Mr. Reese will serve as a Class I director with a term expiring at the 2027 Annual Meeting of the Stockholders. Mr. Reese will also serve on the Audit and Finance and Nominating and Corporate Governance Committees of the Board. The Board has determined that Mr. Reese meets the independence standards adopted by the Board in compliance with the New York Stock Exchange rules and Item 407(a) of Regulation S-K of the Securities Act of 1933, as amended (the “Securities Act”).
Mr. Reese, age 53, has extensive experience in software product development, strategy and design and previously served as President and Chief Executive Officer of GE Vernova Electrification Software. Prior to that, Mr. Reese held progressively senior positions during nearly two decades at Autodesk, bringing expertise in cloud platforms, cybersecurity and simulation solutions to the Board. Mr. Reese earned a Bachelor of Science degree in Computer Information Systems and a Master of Business Administration, both from Indiana Wesleyan University.
Mr. Reese will receive one-half of the standard annual compensation of cash and stock for the plan year ending February 28, 2027 in accordance with the Company’s director compensation program. In connection with this appointment, the Company and Mr. Reese will enter into the Company’s standard form of indemnification agreement.
There are no arrangements or understandings between Mr. Reese and any other person pursuant to which Mr. Reese was elected as a director. There are no transactions in which Mr. Reese has an interest requiring disclosure under Item 404(a) of Regulation S-K of the Securities Act.
The Company issued a press release on August 26, 2026 announcing the appointment of Mr. Reese to the Board. A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following is furnished as an exhibit to this report and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended:
| Exhibit No. | Description | |||||||
99.1 | Press Release dated August 26, 2026 announcing new Board member | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
2
SIGNATURE
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.
| KEYSIGHT TECHNOLOGIES, INC. | ||||||||
| By: | /s/ Jeffrey K. Li | |||||||
| Name: | Jeffrey K. Li | |||||||
| Title: | Senior Vice President, General Counsel and | |||||||
| Secretary | ||||||||
| Date: August 26, 2026 | ||||||||
3
Exhibit 99.1
Press Release
Keysight Announces New Board Member
Appoints Scott Reese as a director, effective immediately
August 26, 2026
SANTA ROSA, Calif., – Keysight Technologies, Inc. (NYSE: KEYS) today announced that the company's Board of Directors has appointed Scott Reese as a director, effective immediately. Reese will serve as a Class I director, whose term expires in 2027, and will be a member of the Board’s Nominating and Corporate Governance Committee and its Audit and Finance Committee.
“We are delighted to welcome Scott to Keysight’s Board,” said Ron Nersesian, Chair of the Keysight’s Board of Directors. “His track record of leading technology businesses through transformation and growth will be a strong addition as we continue to drive long-term value creation.”
Most recently, Reese served as President and Chief Executive Officer of GE Vernova’s Electrification Software business, where he led the transformation and turnaround of GE’s $1.2 billion industrial software business and played a key leadership role in GE Vernova’s successful IPO. Prior to that, he spent nearly two decades at Autodesk in progressively larger leadership roles, most recently as Executive Vice President of Product Development & Manufacturing Software, where he was a key architect of the company’s transformation into a cloud-first, subscription-based platform business. Reese currently serves on the boards of Planet Labs PBC (NYSE: PL), Landis+Gyr (SWX: LAND), and AutoLOTO, and previously served on the board of Model N, where he was a member of the Audit and Nominating and Corporate Governance Committees.
“Scott’s leadership experience at the intersection of software, hardware, and data aligns well with our strategy,” said Satish Dhanasekaran, President and Chief Executive Officer, Keysight. “I look forward to his insights and to collaborating with him and the Keysight Board as we accelerate our strategy and capitalize on the significant growth and value-creation opportunities ahead.”
About Keysight Technologies
At Keysight (NYSE: KEYS), we inspire and empower innovators to bring world-changing technologies to life. As an S&P 500 company, we’re delivering market-leading design, emulation, and test solutions to help engineers develop and deploy faster, with less risk, throughout the entire product life cycle. We’re a global innovation partner enabling customers in communications, industrial automation, aerospace and defense, automotive, semiconductor, and general electronics markets to accelerate innovation to connect and secure the world. Learn more at Keysight Newsroom and www.keysight.com.
keysight.com
Keysight Media Contacts
INVESTOR CONTACT:
Liz Morali
+1 707 577 2880
liz.morali@keysight.com
EDITORIAL CONTACT:
Mark Price
+44 1803 546317
mark.price@keysight.com
Source: IR-KEYS
keysight.com