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PDF Solutions CEO gets 71,000-unit target stock award

The number ultimately earned may range from 0% to 100% of target, based on stock-price goals following the end of a three-year performance period.

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Form Type
4

Rhea-AI Filing Summary

PDF Solutions, Inc. (PDFS) reports that President and CEO John Kachig Kibarian received a target award of 71,000 performance stock units (PSUs) on September 1, 2026. Each PSU represents a contingent right to receive one common share. The number ultimately earned may range from 0% to 100% of target, based on stock-price goals following the end of a three-year performance period. His reported post-transaction holdings were 39,718 common shares directly and 2,522,756 common shares indirectly by trust.

Insider KIBARIAN JOHN KACHIG
Role President and CEO
Type Security Shares Price Value
Grant/Award Performance Stock Unit F1, F2, F3 71,000 $0.00 $0.00
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Performance Stock Unit — 71,000 contracts (Direct); Common Stock — 39,718 shares (Direct); Common Stock — 2,522,756 shares (Indirect, By Trust)
Footnotes (3)
  1. F1. The Performance Stock Units (PSUs) represent a contingent right to receive one share of the Issuer's common stock.
  2. F2. The number of PSUs reported represents the target award (100%); the number of PSUs ultimately earned may range from 0% to 100% of target.
  3. F3. The number of PSUs that vest and are earned will be based on attainment of certain stock price goals following the end of a three-year performance period.
Target award 71,000 performance stock units Awarded September 1, 2026
Potential earned range 0% to 100% of target PSUs ultimately earned
Performance period Three years Stock-price goals apply following the end of the period
Direct common shares 39,718 shares Reported post-transaction holdings
Indirect common shares 2,522,756 shares Reported as held by trust after the transaction
Performance Stock Units (PSUs) financial
"The Performance Stock Units (PSUs) represent a contingent right to receive one share"
Performance stock units (PSUs) are a form of executive or employee pay that promise company shares only if pre-set performance goals are met over a defined period; think of them as a bonus paid in stock that arrives only when the company hits agreed targets. Investors watch PSUs because they affect the number of shares outstanding (dilution) and reveal how management’s pay is tied to financial or operational results, aligning incentives with shareholder outcomes.
contingent right financial
"represent a contingent right to receive one share"
target award financial
"represents the target award (100%)"
performance period financial
"following the end of a three-year performance period"
The performance period is the specific time span over which an investment’s results, an employee’s targets, or a fund’s returns are measured and judged. It matters to investors because the length and start/end of that window determine which gains or losses count toward performance fees, bonus payouts, or benchmark comparisons—much like timing a race decides who wins, the chosen period can change whether results look strong or weak.

FAQ

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How many PSUs did PDFS CEO John Kachig Kibarian receive?

John Kachig Kibarian received a target award of 71,000 PSUs on September 1, 2026. Each PSU represents a contingent right to receive one common share. The number ultimately earned may range from 0% to 100% of target, based on stock-price goals following the end of a three-year performance period.

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Available on EDGAR Accepted by SEC EDGAR Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
KIBARIAN JOHN KACHIG

(Last)(First)(Middle)
2858 DE LA CRUZ BLVD.

(Street)
SANTA CLARA CALIFORNIA 95050

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
PDF SOLUTIONS INC [ PDFS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President and CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock39,718D
Common Stock2,522,756IBy Trust
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Stock Unit(1)09/01/2026A71,000(2)09/01/2029(3) (3)Common Stock71,000$071,000D
Explanation of Responses:
1. The Performance Stock Units (PSUs) represent a contingent right to receive one share of the Issuer's common stock.
2. The number of PSUs reported represents the target award (100%); the number of PSUs ultimately earned may range from 0% to 100% of target.
3. The number of PSUs that vest and are earned will be based on attainment of certain stock price goals following the end of a three-year performance period.
/s/ Adnan Raza, Attorney-in-Fact for John Kibarian10/19/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

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