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Kulicke & Soffa (NASDAQ: KLIC) CEO hire packs $14M stock and two-year severance

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Kulicke and Soffa Industries, Inc. appointed Dr. Raj Talluri as President and Chief Executive Officer effective September 1, 2026, and to its Board of Directors effective August 17, 2026. Interim CEO Lester Wong will continue as Executive Vice President and Chief Financial Officer.

Under an offer letter dated August 13, 2026, Dr. Talluri will receive an annual base salary of US$750,000 and is eligible for an annual incentive bonus targeted at 110% of base salary. He will receive a one-time new-hire equity award with a target value of US$14.0 million, split 50% into restricted stock units and 50% into performance share units, plus an ongoing annual equity award targeted at US$6.0 million.

The restricted stock units generally vest in three equal annual installments, while the performance share units may vest based on continued service and relative total shareholder return over a three-year performance period. If his employment is terminated without Cause or he resigns for Good Reason, he is entitled to salary continuation or a lump sum equal to up to 24 months of base salary (plus target bonus in certain change-in-control scenarios), continued benefits, and specified equity vesting treatment, subject to customary release conditions.

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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 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Base Salary US$750,000 Annual base salary for Dr. Raj Talluri as CEO
Target Bonus Percentage 110% of base salary Annual incentive target for Dr. Talluri
New-Hire Equity Award US$14.0 million Target value of initial equity award, 50% RSUs and 50% PSUs
Annual Equity Target US$6.0 million Target grant date value of ongoing annual equity awards
RSU/PSU Split (New-Hire Award) 50% RSUs / 50% PSUs Structure of US$14.0 million new-hire equity award
Annual Equity Mix 40% RSUs / 60% PSUs Expected mix of Dr. Talluri’s annual equity awards
Severance Duration 24 months Salary continuation or equivalent period in severance arrangements
Change-in-Control Protection Window 18 months Period after a change in control during which enhanced severance applies
restricted stock units financial
"a one-time new hire equity award with a target value of US$14.0 million, consisting of 50% restricted stock units"
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.
performance share units financial
"a target value of US$14.0 million, consisting of 50% restricted stock units (“RSUs”) and 50% performance share units"
Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.
relative total shareholder return financial
"PSUs are generally eligible to vest based on continued service and the Company’s relative total shareholder return performance"
Relative total shareholder return measures how much an investor’s gain from a company — including stock price changes and dividends — beats or lags a chosen benchmark or peer group over a set time. Think of it as a race: it shows whether the company outpaced rivals or the market, which helps investors and boards judge performance, compare returns fairly, and link results to pay or investment decisions.
change in control financial
"within 18 months following a change in control of the Company, and subject to his execution"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
Good Reason financial
"If Dr. Talluri’s employment is terminated by the Company without Cause or he resigns for Good Reason"
Executive Severance Pay Plan financial
"in each case as defined in the Company’s Executive Severance Pay Plan"

FAQ

What leadership change did Kulicke and Soffa (KLIC) announce on August 17, 2026?

Kulicke and Soffa announced that Dr. Raj Talluri will become President and CEO effective September 1, 2026, and will join the Board on August 17, 2026. Interim CEO Lester Wong will continue as Executive Vice President and CFO.

What is the compensation package for KLIC’s new CEO, Dr. Raj Talluri?

Dr. Talluri’s package includes a US$750,000 annual base salary and an annual bonus target of 110% of base salary. He will also receive a US$14.0 million new-hire equity award and an ongoing annual equity target of US$6.0 million.

How is Dr. Raj Talluri’s new-hire equity at Kulicke and Soffa (KLIC) structured?

The new-hire equity has a target value of US$14.0 million, split 50% in RSUs and 50% in PSUs. RSUs generally vest in three equal annual installments, while PSUs can vest over three years based on relative total shareholder return and continued service.

What are the severance terms for KLIC CEO Dr. Raj Talluri outside a change in control?

If terminated without Cause or he resigns for Good Reason outside the 18-month change-in-control window, Dr. Talluri is eligible for 24 months of salary continuation, continued medical and welfare benefits, limited life insurance, and favorable vesting treatment of his new-hire RSUs and PSUs, subject to a release.

What severance benefits does KLIC’s CEO receive following a change in control?

If terminated without Cause or he resigns for Good Reason within 18 months after a change in control, Dr. Talluri is entitled to a lump sum equal to 24 months of base salary plus target bonus, continued benefits, limited life insurance, full RSU vesting, and PSU vesting based on the greater of target or actual performance.

What is Dr. Raj Talluri’s professional background before joining Kulicke and Soffa (KLIC)?

Dr. Talluri most recently served as President and CEO of Enovix Corporation. Previously, he was Senior Vice President and General Manager of the Mobile Business Unit at Micron Technology, and held senior roles at Qualcomm CDMA Technologies and Texas Instruments.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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KULICKE & SOFFA INDUSTRIES INC0000056978falseSingapore00000569782026-08-132026-08-130000056978dei:OtherAddressMember2026-08-132026-08-13

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 13, 2026  
____________________________________________________
KULICKE AND SOFFA INDUSTRIES, INC.
(Exact name of registrant as specified in its charter) 
 ____________________________________________________ 
Pennsylvania000-0012123-1498399
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)(I.R.S. Employer
Identification No.)

 23A Serangoon North Avenue 5, #01-01, Singapore 554369
1005 Virginia Dr., Fort Washington, PA 19034
(Address of Principal Executive Offices and Zip Code)

Registrant’s telephone number, including area code: (215) 784-6000  
N/A
(Former Name or Former Address, if Changed Since Last Report)
____________________________________________________
 
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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, Without Par ValueKLICThe Nasdaq Global Market

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; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Principal Officers.
On August 13, 2026, Kulicke and Soffa Industries, Inc. (the "Company") appointed Dr. Raj Talluri to serve as President and Chief Executive Officer effective September 1, 2026. He will also be appointed to the Board of Directors of the Company (the “Board”) effective August 17, 2026. In determining that Dr. Talluri was qualified to serve as a director of the Company, the Board considered his achievements as an officer of several corporations operating in the semiconductor industry, and the breadth of his knowledge of the industry.
Lester Wong, the Company’s interim Chief Executive Officer (“Interim CEO”), and the Company’s current Executive Vice President and Chief Financial Officer, will continue to serve as the Company’s Executive Vice President and Chief Financial Officer.
Previously, Dr. Talluri served as President, Chief Executive Officer and a member of the Board of Directors of Enovix Corporation, a Nasdaq-listed advanced battery technology company, since January 2023. Prior to Enovix, from March 2018 through December 2022, Dr. Talluri served as Senior Vice President, General Manager, Mobile Business Unit at Micron Technology. Prior to that, Dr. Talluri served in various senior executive roles at Qualcomm CDMA Technologies and a variety of engineering and business leadership roles at Texas Instruments Incorporated.
Dr. Talluri received a Ph.D. in Electrical Engineering from the University of Texas at Austin in 1993, an M.Eng from Anna University in 1986, and a B.S. in Engineering from Andhra University in 1984.
In connection with Dr. Talluri’s appointment, the Company entered into an offer letter (the “Letter”) dated August 13, 2026 with Dr. Talluri, pursuant to which Dr. Talluri will receive an annual base salary of US$750,000 and will be eligible to participate in the Company's annual incentive compensation program with a target bonus opportunity equal to 110% of base salary.
Dr. Talluri will also receive a one-time new hire equity award with a target value of US$14.0 million, consisting of 50% restricted stock units (“RSUs”) and 50% performance share units (“PSUs”). The RSUs generally vest in three equal annual installments over three years, and the PSUs are generally eligible to vest based on continued service and the Company’s relative total shareholder return performance over a three-year performance period. In addition, Mr. Talluri’s annual equity award will have a target grant date value of US$6.0 million, expected to be delivered approximately 40% in RSUs and 60% in PSUs, subject to approval by the Company’s Management Development and Compensation Committee and the terms of the Company’s equity compensation plans and award agreements.
The Letter also provides certain relocation and expatriate benefits, including a temporary housing allowance, relocation expense reimbursement, participation in employee benefit programs, and reimbursement of certain legal fees incurred in connection with the negotiation of his employment arrangements.
If Dr. Talluri’s employment is terminated by the Company without Cause or he resigns for Good Reason (in each case as defined in the Company’s Executive Severance Pay Plan), in either case outside the 18-month period following a change in control and subject to his execution of a customary release of claims, he will be entitled to: (i) salary continuation for 24 months; (ii) continued medical and welfare benefits during the applicable severance period; and (iii) limited continuation of life insurance benefits. In addition, notwithstanding the terms of the applicable equity plans and award agreements, outstanding new-hire RSUs will become fully vested and outstanding new-hire PSUs will vest on a prorated basis based on actual performance through the date of termination.
If Dr. Talluri’s employment is terminated by the Company without Cause or he resigns for Good Reason within 18 months following a change in control of the Company, and subject to his execution of a customary release of claims, he will be entitled to: (i) a lump-sum payment equal to 24 months of base salary plus his target annual bonus; (ii) continued medical and welfare benefits; (iii) limited continuation of life insurance benefits; and (iv) full vesting of outstanding RSUs and vesting of outstanding PSUs based on the greater of target performance or actual performance measured through the date of termination.
Dr. Talluri has no family relationships or related party transactions with the Company that would require disclosure under Items 401(d) and 404(a) of Regulation S-K in connection with his appointment as Chief Executive Officer and as a Director of the Company.
The foregoing description of the Letter is qualified in its entirety by reference to the full text of the Letter, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.





Item 7.01     Regulation FD Disclosure
On August 17, 2026, the Company issued a press release announcing Dr. Talluri’s appointment. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
The information contained in this Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01
Financial Statements and Exhibits.
(d)Exhibits.
Exhibit No.Description
10.1
Offer Letter between Kulicke and Soffa Industries, Inc. and Dr. Raj Talluri dated August 13, 2026.
99.1
Press Release on August 17, 2026.
104Inline XBRL for the cover page of this Current Report on Form 8-K




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.
 
 
KULICKE AND SOFFA INDUSTRIES, INC.
Date: August 17, 2026By:/s/ ZI YAO LIM
Name:Zi Yao Lim
Title:Vice President, Legal Affairs and General Counsel and Corporate Secretary



Exhibit 99.1
Kulicke & Soffa Pte. Ltd.
23A Serangoon North Ave 5
Singapore 554369
+65 6880-9600 main
Co. Regn. No. 199902120H
logoa02a01a01a52b.jpg
Kulicke and Soffa Industries, Inc.
1005 Virginia Drive
Fort Washington, PA 19034 USA
+1-215-784-6000 main
www.kns.com

Kulicke and Soffa Industries, Inc. Appoints Dr. Raj Talluri as President and CEO

Singapore – August 17, 2026 – Kulicke and Soffa Industries, Inc. (NASDAQ: KLIC) (“Kulicke & Soffa”, “K&S”, “we” or the “Company”) today announced that it has named Dr. Raj Talluri as President and Chief Executive Officer (“CEO”) effective September 1, 2026. He was also elected to the Board of Directors of K&S, effective August 17, 2026.
Lester A. Wong, the Company’s interim CEO and current Executive Vice President and Chief Financial Officer, will continue to serve as the Company’s Executive Vice President and Chief Financial Officer.
“We are immensely grateful to Lester for providing great leadership during our transition, ensuring our team maintained its strong momentum. As we look to the future, we are thrilled to welcome Raj as our new CEO. His proven track record and visionary approach make him the ideal leader to guide our company into its next phase of growth”, said Peter T. Kong, Chairman of the Board of Directors of the Company.
“I am grateful to have had the opportunity to lead this world-class organization. I want to provide my sincere gratitude to the entire K&S organization for their support and dedication. I also want to extend my warmest welcome to Raj and will work to ensure a seamless transition, continued growth and ongoing success for the Company”, said Lester A. Wong, Executive Vice President and Chief Financial Officer of the Company.
“I am honored to join K&S at such an exciting time in the Company's history. K&S has built a unique portfolio of highly capable interconnect solutions and technical competencies which offer a higher level of value for our industry. I look forward to working with our diverse and talented global workforce to further extend this position and deliver on the growing set of opportunities ahead”, said Dr. Talluri.
Dr. Talluri joins K&S from Enovix Corporation, a Nasdaq-listed advanced battery technology company, where he most recently served as President, Chief Executive Officer and a member of the Board of Directors. Prior to Enovix, from March 2018 through December 2022, Dr. Talluri served as Senior Vice President, General Manager, Mobile Business Unit at Micron Technology. Prior to that, Dr. Talluri served in various senior executive roles at Qualcomm CDMA Technologies and a variety of engineering and business leadership roles at Texas Instruments Incorporated.
Dr. Talluri received a Ph.D. in Electrical Engineering from University of Texas at Austin in 1993, an M.Eng from Anna University in 1986, and a B.S. in Engineering from Andhra University in 1984.
About Kulicke & Soffa
Kulicke & Soffa is a global leader in semiconductor assembly technology, advancing device performance across automotive, compute, industrial, memory and communications markets. Founded on innovation in 1951, K&S is uniquely positioned to overcome increasingly dynamic process challenges – creating and delivering long-term value by aligning technology with opportunity.


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Contacts:
Kulicke & Soffa
Marilyn Sim
Public Relations
+65-6880 9309
msim@kns.com


Kulicke & Soffa
Joseph Elgindy
Finance
+1-215-784-7500
investor@kns.com
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Filing Exhibits & Attachments

6 documents