PDF Solutions Inc. Files Definitive Proxy Statement (DEF 14A)

TL;DR

<b>PDF Solutions Inc. has filed its Definitive Proxy Statement (DEF 14A) on April 29, 2024, detailing corporate governance and executive compensation information.</b>

AI Summary

PDF SOLUTIONS INC (PDFS) filed a Proxy Statement (DEF 14A) with the SEC on April 29, 2024. PDF Solutions Inc. filed a DEF 14A on April 29, 2024. The filing covers the period ending June 18, 2024. The company's fiscal year ends on December 31. PDF Solutions Inc. is incorporated in Delaware. The filing includes data related to equity award adjustments for the years 2020-2023.

Why It Matters

For investors and stakeholders tracking PDF SOLUTIONS INC, this filing contains several important signals. This DEF 14A filing is crucial for shareholders to understand executive compensation, voting matters, and corporate governance practices before the annual meeting. The detailed breakdown of equity award adjustments provides insight into how the company values and compensates its employees, which can impact future performance and shareholder returns.

Risk Assessment

Risk Level: low — PDF SOLUTIONS INC shows low risk based on this filing. The filing is a routine DEF 14A, indicating standard corporate disclosure rather than an event-driven or urgent matter.

Analyst Insight

Review the executive compensation details and any proposed shareholder resolutions to inform voting decisions.

Key Numbers

• 2024-04-29 — Filing Date (DEF 14A filing date)
• 2024-06-18 — Period of Report (Conformed period of report)
• 2023-12-31 — Fiscal Year End (Company's fiscal year end)
• 2023 — Equity Award Data Year (Year for which equity award adjustments are detailed)
• 2022 — Equity Award Data Year (Year for which equity award adjustments are detailed)
• 2021 — Equity Award Data Year (Year for which equity award adjustments are detailed)
• 2020 — Equity Award Data Year (Year for which equity award adjustments are detailed)

Key Players & Entities

• PDF SOLUTIONS INC (company) — Filer name
• 2024-04-29 (date) — Filing date
• 2024-06-18 (date) — Period of report
• 2024-04-29 (date) — As of date
• DE (jurisdiction) — State of incorporation
• 1231 (date) — Fiscal year end
• 7372 (sic_code) — Standard Industrial Classification
• 2023 (date) — Year for equity award adjustments

FAQ

Industry Context

PDF Solutions Inc. operates in the software and services sector, specifically focusing on prepackaged software solutions.

Regulatory Implications

The filing is made under the Securities Exchange Act of 1934, requiring public companies to disclose information to shareholders.

What Investors Should Do

1. Review the proxy statement for details on executive compensation and any proposed shareholder resolutions.
2. Understand the company's corporate governance structure as outlined in the filing.
3. Note the fiscal year end and reporting periods for future reference.

Key Dates

• 2024-04-29: Filing of DEF 14A — Indicates the company is providing its definitive proxy statement to shareholders.

Year-Over-Year Comparison

This is a DEF 14A filing, which is a standard disclosure document. No specific comparative data from a prior filing is immediately apparent in this excerpt.

Filing Documents

• pdfs-20240618xdef14a.htm (DEF 14A) — 2279KB
• pdfs-20240618xdef14a_a001.jpg (GRAPHIC) — 18KB
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• pdfs-20240618xdef14a_a105.jpg (GRAPHIC) — 59KB
• pdfs-20240618xdef14a_a106.jpg (GRAPHIC) — 56KB
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• pdfs-20240618xdef14a_a108.jpg (GRAPHIC) — 58KB
• pdfs-20240618xdef14a_a111.jpg (GRAPHIC) — 3KB
• pdfs-20240618xdef14a_a112.jpg (GRAPHIC) — 112KB
• pdfs-20240618xdef14a_bg001.jpg (GRAPHIC) — 158KB
• pdfs-20240618xdef14a_bg002.jpg (GRAPHIC) — 164KB
• pdfs-20240618xdef14a_cg001.jpg (GRAPHIC) — 123KB
• pdfs-20240618xdef14a_cg002.jpg (GRAPHIC) — 136KB
• 0001558370-24-006140.txt (&nbsp;) — 5936KB
• pdfs-20240618.xsd (EX-101.SCH) — 7KB
• pdfs-20240618_def.xml (EX-101.DEF) — 11KB
• pdfs-20240618_lab.xml (EX-101.LAB) — 16KB
• pdfs-20240618_pre.xml (EX-101.PRE) — 8KB
• pdfs-20240618xdef14a_htm.xml (XML) — 364KB

Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners and Management 53 Certain Relationships and Related Transactions 55 Equity Compensation Plan Information 55

Executive Compensation

Executive Compensation 56 Compensation and Human Capital Management Committee Report 65 Compensation and Human Capital Management Committee Interlocks and Insider Participation 65 Summary Compensation Table 66 Grants of Plan-Based Awards in Fiscal Year 2023 67 Outstanding Equity Awards as of December 31, 2023 68 Option Exercises and Stock Vested in 2023 69 2023 Ceo Pay Ratio Disclosure 73 Pay Versus Performance Disclosure 74 Director Compensation 79 General Information 81 Note About Forward-Looking Statements 87 Appendix A: Proposed Amendment to our Amended and Restated Certificate of Incorporation 88 Appendix B: PDF Solutions, Inc.'s Ninth Amended and Restated 2011 Stock Incentive Plan 89 Appendix C: PDF Solutions, Inc.'s First Amended and Restated 2021 Employee Stock Purchase Plan 105 PDF Solutions, Inc. | 2024 Notice of Annual Meeting & Proxy Statement | Page iii Table of Contents Proxy Statement For the 2024 Annual Meeting of Stockholders PDF SOLUTIONS, INC. 2858 De La Cruz Boulevard Santa Clara, California 95050 To Be Held on June 18, 2024, at 10:00 a.m. PDT Proposals to be Voted on at the Annual Meeting You are being asked to vote on the following: (1) To elect three Class II members of the Board of Directors to hold office until the first annual meeting of stockholders that is held after December 31, 2026, or until such director's respective successor is duly elected and qualified. (2) To ratify the appointment of BPM LLP as our independent registered public accounting firm for the year ending December 31, 2024. (3) To approve an amendment to our amended and restated certificate of incorporation to include an officer exculpation provision. (4) To approve our Ninth Amended and Restated 2011 Stock Incentive Plan. (5) To approve our First Amended and Restated 2021 Employee Stock Purchase Plan. (6) To approve, by a non-binding advisory vote, the compensation of our named executive officers disc

View Full Filing

View this DEF 14A filing on SEC EDGAR