Welcome to our dedicated page for Onto Innovation SEC filings (Ticker: ONTO), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Onto Innovation Inc. (NYSE: ONTO) files a range of documents with the U.S. Securities and Exchange Commission that provide detailed insight into its semiconductor process control business. As a supplier of metrology, defect inspection, lithography and analytics systems to microelectronics device manufacturers, the company uses its SEC filings to describe its single operating segment, technology portfolio, geographic footprint and risk factors.
On this page, you can review Current Reports on Form 8‑K in which Onto Innovation reports material events. Recent 8‑K filings include disclosures about the agreement to acquire, and subsequent completion of the acquisition of, Semilab USA LLC, including the Equity Purchase Agreement, an amendment to that agreement and the mix of cash and common stock used as consideration. Other 8‑Ks furnish quarterly earnings releases, outlining revenue, margins, non‑GAAP measures and financial outlook, along with cautionary statements about forward‑looking information.
Onto Innovation also uses 8‑K and 8‑K/A filings to describe executive and governance‑related matters, such as the adoption of the Onto Innovation Nonqualified Deferred Compensation Plan and the material terms of a separation agreement with a former chief financial officer. These documents detail plan eligibility, deferral elections, vesting and distribution options, as well as severance payments and equity award treatment.
Through Stock Titan, investors can access Onto Innovation’s SEC filings as they are posted to EDGAR and use AI‑powered summaries to interpret complex disclosures. Long‑form documents such as annual reports on Form 10‑K and quarterly reports on Form 10‑Q, when available, can be analyzed for information on process control technologies, geographic operations, risk factors and non‑GAAP adjustments, while Form 4 and other insider transaction reports can be monitored to track equity activity by directors and officers.
Onto Innovation Inc. files its annual report describing a global business focused on metrology, inspection, lithography and process-control software for semiconductor and advanced packaging markets. Customers include leading chip and wafer manufacturers, with notable exposure to advanced logic, memory, power devices and AI-driven applications.
The company expands its portfolio through the late-2025 acquisition of Semilab USA, adding contamination, materials characterization and infrared metrology product lines. Onto highlights a concentrated customer base, complex global supply chains, export-control headwinds in China, and competitive pressure from large rivals. It also emphasizes significant ongoing R&D, 423 granted patents and 1,615 employees supporting worldwide operations.
Onto Innovation Inc. reported record revenue for both the 2025 fourth quarter and full year, reflecting steady demand for its semiconductor process control tools. Fourth-quarter revenue was $266.9 million, up 1.1% from 2024, while full-year revenue reached $1.005 billion, 1.8% higher than the prior year.
Profitability declined on a GAAP basis, with Q4 gross margin at 46.4% and diluted earnings per share at $0.21, down from $0.98 a year earlier, mainly due to higher amortization and restructuring costs. Non-GAAP diluted EPS was $1.26 versus $1.51 in Q4 2024. The company generated about $95 million in Q4 operating cash flow and ended the year with $639.6 million in cash and short-term investments. Onto completed the acquisition of key product lines from Semilab International and signed a volume purchase agreement estimated at over $240 million for its Dragonfly® systems. For the first quarter of 2026, it guides revenue of $275–$285 million and non-GAAP diluted EPS of $1.26–$1.36, with non-GAAP operating margin of 25.5%–26.5%.
Onto Innovation Inc.'s Chief Executive Officer Michael P. Plisinski reported equity award activity on common stock. On February 14, 2026, performance stock units granted on February 14, 2023 settled into 18,445 shares of common stock after performance criteria were achieved at 156% of target.
To cover tax withholding obligations tied to this PSU and other equity vesting, 8,919 shares and 3,632 shares of common stock were withheld by the issuer at a price of $217.23 per share. Following these transactions, Plisinski directly owned 168,055 common shares.
ONTO Innovation Inc. senior vice president and general counsel Yoon Ah Oh reported equity award activity. On February 14, 2026, performance stock units granted on February 14, 2023 vested at 156% of target, converting into 3,084 shares of common stock. To cover tax withholding on these and other prior stock-based awards, 1,595 shares of common stock were withheld by the company, leaving the executive with 19,499 shares of directly owned common stock.
ONTO Innovation Inc. (ONTO) disclosed that its Chief Executive Officer and director, Michael Plisinski, made a bona-fide charitable gift of company stock. On 12/24/2025, he transferred 25,000 shares of ONTO common stock as a gift to a Donor Advised Fund at a reported price of $0.0, reflecting the non-cash nature of the donation. After this transaction, he beneficially owned 162,161 shares of ONTO common stock directly.
ONTO Innovation Inc. executive files Form 4 for tax withholding transaction
An executive officer of ONTO Innovation Inc. (ONTO), serving as EVP, Product Solutions Group, reported a stock transaction dated 12/02/2025. The filing shows that 3,183 shares of common stock were disposed of at a price of $154.01 per share in a transaction coded "F," which indicates shares withheld by the company to cover tax obligations on previously granted restricted stock units or performance stock units that vested. Following this withholding event, the executive beneficially owned 23,915 shares of ONTO common stock. This total includes 145 shares purchased on June 30, 2025 under the company’s Employee Stock Purchase Plan.
Onto Innovation Inc. reported that its board has adopted a new Nonqualified Deferred Compensation Plan, effective January 1, 2026. The plan is an unfunded, nonqualified deferred compensation arrangement intended to comply with Section 409A of the Internal Revenue Code and is available to selected employees and non-employee directors.
Eligible employee participants may elect to defer up to 75% of their annual base salary and up to 100% of their annual bonus, performance share units, and restricted stock units. Eligible non-employee directors may defer up to 100% of their annual retainer, meeting fees, and restricted stock units. Participant contributions and any discretionary company contributions are fully vested and are adjusted based on hypothetical investment returns tied to investment options chosen by the participant.
Distributions of participant contributions can be paid in a lump sum or in annual installments over two to five years at times elected by the participant, or over two to ten years following separation from service. Distributions of company contributions are made in a lump sum or annual installments over two to ten years following separation from service, as elected by the participant in accordance with the plan terms.
Onto Innovation Inc. has filed a shelf registration statement on Form S-3 to allow the resale by Semilab International Zrt. of up to 641,771 shares of Onto common stock. These shares were issued as stock consideration in Onto’s acquisition of all outstanding membership interests of Semilab USA LLC, alongside $432,310,000 in cash under the Semilab Purchase Agreement.
Onto is not selling any shares in this offering and will not receive proceeds from any resale of the registered shares. The selling stockholder currently beneficially owns 641,771 shares, representing 1.31% of Onto’s common stock, and all of these shares are covered by this resale prospectus.
The prospectus describes multiple permitted sale methods for the selling stockholder, including exchange trades, privately negotiated transactions, underwritten offerings, hedging and short sales, all conducted from time to time under Rule 415. Onto continues to operate as a global provider of metrology, inspection and lithography systems for semiconductor and other specialty device markets, with its common stock listed on the NYSE under the symbol ONTO.
Onto Innovation Inc. has completed its previously announced acquisition of Semilab USA LLC. The company bought all outstanding membership interests for $432,310,000 in cash, subject to customary adjustments, plus 641,771 shares of its common stock. This adds Semilab USA’s capabilities and customer relationships fully under Onto Innovation’s control.
The stock portion of the consideration was issued to the seller in a private, unregistered transaction relying on Section 4(a)(2) of the Securities Act, with the seller representing accredited investor status and an investment intent. Onto Innovation also announced the closing and an update to its fourth quarter 2025 guidance via a press release, while cautioning that expected benefits from the deal are subject to integration, market, and other operational risks.
Onto Innovation (ONTO) reported Q3 results with revenue of $218.2 million, down from $252.2 million a year ago, as sales to DRAM, NAND and certain specialty/advanced packaging customers softened. Gross profit was $110.6 million and operating income was $23.7 million. Net income came in at $28.2 million, or $0.57 diluted EPS.
Year to date, revenue reached $738.4 million versus $723.4 million last year, while net income was $126.2 million, or $2.57 diluted EPS. The company ended the quarter with $603.1 million in cash and equivalents and $380.8 million in marketable securities, reflecting strong liquidity. Operating cash flow was $233.3 million for the nine-month period.
Onto amended its agreement to acquire Semilab USA: consideration is now $432.3 million in cash and 641,771 shares (total value about $495 million based on June 27, 2025 pricing) after excluding Semilab’s FTIR reflectometry systems business; both parties received a DOJ Second Request on September 25, 2025. The company repurchased $75.0 million of stock year to date and recorded $38.6 million in restructuring and other charges for the nine months. Revenue mix in Q3 was 80% systems and software, 11% parts, and 9% services; Taiwan, South Korea and the U.S. were the largest regions.