UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
| Date of Report (date of earliest event reported) February 25, 2026 | |
| Vishay Intertechnology, Inc. |
| (Exact name of registrant as specified in its charter) |
| Delaware | 1-7416 | 38-1686453 |
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
| 63 Lancaster Avenue Malvern, PA | 19355-2143 |
| (Address of Principal Executive Offices) | Zip Code |
| Registrant's telephone number, including area code 610-644-1300 | |
| (Former name or former address, if changed since last report.) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
| | Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol | Name of exchange on which registered |
| Common stock, par value $0.10 per share | VSH | New York Stock Exchange |
Item 5.02 – Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Officer Compensation Matters
At a meeting of the Compensation Committee of Vishay Intertechnology Inc.'s Board of Directors on February 25, 2026, the base salaries of certain officers were set for 2026 as follows (with approximate U.S. dollar equivalents based on the average exchange rate for 2025):
| Marc Zandman | ILS 4,700,211 (approximately $1,360,000)(1) |
| Joel Smejkal | $1,060,488 |
| David McConnell | $490,970 |
| Roy Shoshani | $711,524 |
| Michael O'Sullivan | $478,826 |
| Peter Henrici | $461,687 |
| David Tomlinson | $399,558 |
(1) Salary will be paid in Israeli shekels
The Compensation Committee increased the minimum target annual cash bonus opportunity for Messrs. O'Sullivan and Tomlinson to 55% beginning in 2026. None of the other minimum target annual cash bonus opportunities were adjusted.
Item 9.01 – Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | | Description | |
| | | | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | ||
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: February 25, 2026
| VISHAY INTERTECHNOLOGY, INC. | ||||
| By: | /s/ David L. Tomlinson | |||
| Name: | David L. Tomlinson | |||
| Title: | Senior Vice President – Chief Accounting Officer | |||