BHE

Business Context and Reporting Period

This Form 8-K Current Report was filed by Benchmark Electronics, Inc. on September 2, 2025. The filing discloses significant executive leadership changes and succession planning effective immediately and extending into fiscal year 2026 and 2027.

Key Financial Metrics

The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity metrics. This report focuses exclusively on corporate governance and executive compensation arrangements.

Material Changes

• CEO Retirement: Jeffrey W. Benck, President and Chief Executive Officer, will retire effective March 31, 2026.
• Succession Plan: David Moezidis, currently Executive Vice President and Chief Commercial Officer, immediately assumes the role of President and Chief Commercial Officer. He will succeed Mr. Benck as President and CEO on March 31, 2026.
• Board Resignation: Mr. Benck will resign from the Board of Directors upon his retirement on March 31, 2026.

Outlook, Management Commentary, and Compensation

Transition Arrangements for Jeffrey W. Benck: Following his retirement, Mr. Benck will remain a full-time employee as Executive Vice President and Special Advisor through March 31, 2027. His compensation during this one-year transition period includes:

• A base salary of $100,000 per annum.
• Continued vesting of all long-term incentive compensation awards per existing schedules.
• Eligibility for a cash incentive bonus for the 2026 fiscal year based on eligible earnings (not eligible for 2027 or beyond).
• Continued participation in standard benefits and executive benefit plans.

Terms are detailed in a Transition Agreement filed as Exhibit 10.1. Compensation for David Moezidis: Mr. Moezidis will continue under his existing compensation programs through March 31, 2026. His compensation package following his appointment as CEO has yet to be determined. Management Commentary: The filing highlights Mr. Moezidis' over 30 years of leadership experience, including 25 years at Flex Ltd., and his educational background in engineering and business administration.

Investor Verification Checklist

• Review the Transition Agreement (Exhibit 10.1) for specific terms regarding severance and change of control benefits.
• Monitor future filings for the finalized compensation package for the new CEO, David Moezidis.
• Verify the impact of the leadership transition on the company's strategic direction in upcoming earnings reports.
• Check the 2025 proxy statement for details on Mr. Moezidis' current compensation program.