Business Context and Reporting Period
This Form 8-K is a current report filed by Entegris, Inc. on April 29, 2026. The filing discloses the appointment of a new Chief Financial Officer and the transition of the interim CFO role.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on executive compensation and personnel changes.
Material Changes
- Executive Appointment: Sukhi Nagesh has been appointed as Senior Vice President and Chief Financial Officer, effective May 18, 2026.
- Role Transition: Michael Sauer will cease serving as Interim Chief Financial Officer on the effective date and will continue as Vice President, Chief Accounting Officer.
- Reason for Change: The departure of Mr. Sauer from the Interim CFO role is not the result of any disagreement with the Company regarding operations, policies, or practices.
Compensation and Management Commentary
The filing details the compensation package for the new CFO, Sukhi Nagesh, as outlined in the Offer Letter dated April 29, 2026:
- Base Salary: $590,000 per year.
- Target Bonus: 70% of annual base salary (prorated for 2026).
- Sign-on Bonus: $200,000, subject to repayment if Mr. Nagesh voluntarily resigns within 12 months of hire.
- Equity Grant: Initial award with a target grant date value of $2,100,000, consisting of 50% time-based restricted share units and 50% performance share units.
- Severance: In the event of termination without cause (outside of a change in control), Mr. Nagesh is eligible for a lump-sum cash payment equal to his annual base salary and 12 months of subsidized medical coverage.
Mr. Nagesh brings nearly 30 years of experience in the semiconductor and technology industries, with recent roles at The Nielsen Company and GlobalFoundries Inc.
Investor Verification Checklist
- Verify the effective date of the CFO transition (May 18, 2026) against internal calendars and upcoming earnings calls.
- Review the full text of the Offer Letter (to be filed as an exhibit to the next Form 10-Q) for specific vesting schedules and performance metrics.
- Confirm the impact of the $200,000 sign-on bonus and $2.1 million equity grant on the company's near-term compensation expense.
- Monitor the transition period to ensure continuity in financial reporting and investor relations under the new CFO leadership.