Equity awards to Onto Innovation (ONTO) SVP detailed in Form 4

Rhea-AI Filing Summary

Chen Shirley reported acquisition or exercise transactions in this Form 4 filing.

Onto Innovation SVP Customer Success Shirley Chen reported equity awards that increase her direct ownership stake. On March 2, 2026, she received grants of performance stock units and 2,523 shares of common stock at a grant price of $0.00 per share.

The common stock grant is structured as restricted stock units that vest in three equal annual installments over three years from the award date. The performance stock units represent a target number of shares, with the actual amount that vests ranging from 0% to 200% based on specified performance criteria over the award period.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Chen Shirley

Role SVP Customer Success

Type	Security	Shares	Price	Value
Grant/Award	Performance Stock Unit	1,261	$0.00	--
Grant/Award	Performance Stock Unit	1,261	$0.00	--
Grant/Award	Common Stock	2,523	$0.00	--

Holdings After Transaction: Performance Stock Unit — 1,261 shares (Direct); Common Stock — 15,517 shares (Direct)

Footnotes (1)

1. The Reporting Person was granted restricted stock units ("RSUs"), each of which represents a contingent right to receive one (1) share of ONTO Common Stock. The RSUs vest on an annual basis, in equal 1/3rd increments, over a three-year period from the award date. The Reporting Person was granted performance stock units ("PSUs"), each of which represents a contingent right to receive one share of ONTO common stock. The number of PSUs reported represents the target number of PSUs under the award. The number of PSUs that vest, if any, may vary from 0% to 200% of the target number shown, and is based on specific performance criteria from the award date through the expiration date.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED 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^*

Chen Shirley

(Last) (First) (Middle)

C/O ONTO INNOVATION INC.

16 JONSPIN ROAD

(Street)

WILMINGTON MA 01887

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ONTO INNOVATION INC. [ ONTO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP Customer Success

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/02/2026		A		2,523(1)	A	$0.0	15,517	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Stock Unit	(2)	03/02/2026		A		1,261		(2)	03/02/2028	Common Stock	1,261	$0.0	1,261	D
Performance Stock Unit	(2)	03/02/2026		A		1,261		(2)	03/02/2029	Common Stock	1,261	$0.0	1,261	D

Explanation of Responses:

1. The Reporting Person was granted restricted stock units ("RSUs"), each of which represents a contingent right to receive one (1) share of ONTO Common Stock. The RSUs vest on an annual basis, in equal 1/3rd increments, over a three-year period from the award date.

2. The Reporting Person was granted performance stock units ("PSUs"), each of which represents a contingent right to receive one share of ONTO common stock. The number of PSUs reported represents the target number of PSUs under the award. The number of PSUs that vest, if any, may vary from 0% to 200% of the target number shown, and is based on specific performance criteria from the award date through the expiration date.

	By: Eric French For: Shirley Chen	03/04/2026
	** Signature of Reporting Person	Date
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.

FAQ

What insider transactions did Onto Innovation (ONTO) report for Shirley Chen?

Onto Innovation reported that SVP Customer Success Shirley Chen received equity awards on March 2, 2026. She was granted restricted stock units covering 2,523 shares of common stock and additional performance stock units, all at a grant price of $0.00 per share.

How do Shirley Chen’s Onto Innovation restricted stock units vest?

Her restricted stock units vest over three years in equal one-third annual installments from the award date. This means one-third of the 2,523 common shares underlying the RSUs become deliverable each year, encouraging continued service and long-term alignment with Onto Innovation’s performance.

What are the terms of Onto Innovation performance stock units granted to Shirley Chen?

The performance stock units each represent a contingent right to receive one share of Onto common stock. The number that ultimately vests can range from 0% to 200% of the target amount, depending on specific performance criteria measured from the award date through the stated expiration date.

Did Shirley Chen buy or sell Onto Innovation shares in the open market?

The reported Form 4 shows only equity awards granted at a price of $0.00 per share, not open-market purchases or sales. Transactions are coded as acquisitions from grants of restricted stock units and performance stock units, increasing her direct ownership without cash consideration.

How many Onto Innovation common shares does Shirley Chen hold after these awards?

After the reported grant of 2,523 common shares via restricted stock units, her total reported common stock holdings are 15,517 shares. This figure reflects direct ownership as disclosed in the filing following the award on March 2, 2026.