Form 8-K · Current report

Coherent Corp. 8-K, filed Aug 31, 2026

Filed
CIK
0000820318
Accession no.
0001193125-26-375462
AI-generated summary

Summary

Coherent Corp.'s Compensation and Human Capital Committee approved special performance stock unit awards for CEO James R. Anderson (target value $50 million) and four other executives, vesting only if Coherent's share price hits preset milestones over four years while its total shareholder return stays above the median of a peer index. The committee said the awards, which fall outside the regular compensation program, were needed to retain the leadership team through a phase of technology investment and capacity expansion tied to AI and computing infrastructure demand.

Key points

  • The awards consist entirely of performance stock units and are 100% performance-based, with vesting tied to stock price hurdles measured over 60 consecutive calendar days and a relative total shareholder return above the 50th percentile.
  • The stock price hurdles run from $454.43 (50% of target PSUs earned) to $757.77 (200% of target), corresponding to 10% to 25% compound annual stock price growth.
  • No portion vests until the end of the four-year performance period, and vested units face an additional one-year holding period, making them non-tradable for five years from grant.
  • On termination without cause, PSUs tied to milestones already achieved still vest at the end of the performance period, while PSUs tied to unachieved milestones are forfeited; a change-in-control ends the performance period and applies linear interpolation.

Written by an AI model from the filing text. It can be incomplete or wrong; the filing on SEC.gov is the record.

Items reported

  • 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
  • 8.01Other Events

From the filing

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. The information set forth in Item 8.01 of this Current Report on Form 8-K under the headings “Performance Stock Units”, “Shareholder-Aligned Award Design”, and “Shareholder-Aligned Termination Provisions” is incorporated by reference into this Item 5.02. Item 8.01. Other Events. Performance Stock Units On August 27, 2026 (the “Grant Date”), the Compensation and Human Capital Committee (the “Committee”) of the Board of Directors of Coherent Corp. …

An excerpt of the text as filed with the SEC, cut for length.

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