Business Context and Reporting Period
This Form 8-K Current Report is filed by Amkor Technology, Inc. on October 21, 2025, with a report date of October 27, 2025. The filing primarily addresses a significant leadership transition and references the company's financial performance for the three and nine months ended September 30, 2025, which was announced via a press release on October 27, 2025.
Key Financial Metrics
The filing text does not provide specific numerical values for revenue, profit, cash flow, margins, debt, or liquidity. It references a press release (Exhibit 99.1) containing the financial results for the period ended September 30, 2025, but the data itself is not included in this document.
Material Changes
The primary material change disclosed is the departure of the current Chief Executive Officer and the appointment of a successor:
- CEO Departure: Mr. Giel Rutten, President and CEO, announced his voluntary retirement effective December 31, 2025. He will remain on the Board of Directors.
- CEO Appointment: Mr. Kevin Engel, currently Executive Vice President and Chief Operating Officer, has been appointed as the new President and CEO, effective immediately following Mr. Rutten's retirement. Mr. Engel will also join the Board of Directors.
- Transition Period: Mr. Rutten will provide strategic and advisory services until March 31, 2026.
Guidance, Outlook, and Compensation Details
The filing details the compensation and severance arrangements for the new CEO, Mr. Kevin Engel, and the retiring CEO, Mr. Giel Rutten:
- Mr. Engel Compensation:
- Starting annual base salary: $900,000.
- Target annual cash bonus: 125% of base salary (range 0% to 200% based on performance).
- Long-term incentives: $5.0 million in equity awards (performance and time-based RSUs) to be granted in February 2026, plus $1.0 million in restricted stock units vesting in 2026 and 2027.
- Mr. Engel Severance:
- Termination without Cause/Good Reason within 3 months prior or 24 months after a Change in Control: Lump sum of 2x base salary and target bonus, plus 18 months of health premiums and full vesting acceleration.
- Other terminations: 1.5x base salary and target bonus (paid over 18 months), pro-rata bonus, 18 months of health premiums, and partial vesting acceleration.
- Mr. Rutten Retirement Terms:
- Salary and benefits continue through March 31, 2026.
- Eligible for the 2025 annual executive incentive bonus (paid in 2026) subject to performance metrics.
- Housing payments in Singapore continue through March 31, 2026; medical benefits or reimbursement through December 2026.
- Equity awards continue vesting while he serves as a service provider.
Outlook: The filing does not contain specific forward-looking financial guidance or market outlook statements beyond the leadership transition.
Investor Verification Checklist
- Verify the specific financial results for the three and nine months ended September 30, 2025, by reviewing the press release (Exhibit 99.1) referenced in the filing.
- Confirm the exact vesting schedules and performance conditions for Mr. Engel's $6.0 million in total equity awards.
- Monitor the transition timeline to ensure Mr. Rutten's advisory role concludes as scheduled on March 31, 2026.
- Review the Board of Directors composition changes effective December 31, 2025, and the 2026 annual meeting.