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ONTO INNOVATION INC

For the period ended Dec 28, 2024. Filed Feb 25, 2025.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Feb 25, 2025

ONTO$197.51+1.8%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 15. Exhibits and Financial Statement Schedules

(a)

The following documents are filed as part of this Form 10-K:

Financial Statements

The consolidated financial statements and consolidated financial statement information required by this Item are included on pages F-1 through F-9 of this report. The Reports of Independent Registered Public Accounting Firm appear on pages F-1 through F-3 of this report.

Financial Statement Schedule

See Index to financial statements on page 47 of this report.

Exhibits

Exhibits are as set forth in the “Exhibit Index”, provided below. Where so indicated, exhibits, which were previously filed, are incorporated by reference.

Exhibit No.Exhibit DescriptionFormFile NumberDate of First FilingExhibit No./Appendix Reference
3.1Amended and Restated Certificate of Incorporation of Onto Innovation Inc.8-K001-39110October 28, 20193.2
3.2Amended and Restated Bylaws of Onto Innovation Inc.8-K001-39110January 27, 20203.1
4.1Form of Common Stock Certificate10-K001-39110February 25, 20204.2
4.2Description of Securities10-K001-39110February 25, 20204.1
10.1*Onto Innovation Inc. 2020 Stock Plan, as amended and restated10-Q001-39110August 8, 202410.1
10.2*+Form of Employee Stock Option Agreement for usage under the Onto Innovation Inc. 2020 Stock Plan, as amended and restated----
10.3*+Form of Director Stock Option Agreement for usage under the Onto Innovation Inc. 2020 Stock Plan, as amended and restated----
10.4*+Form of Executive Restricted Stock Unit Grant Agreement for usage under the Onto Innovation Inc. 2020 Stock Plan, as amended and restated----
10.5*+Form of Executive Performance Stock Unit Grant Agreement for usage under the Onto Innovation Inc. 2020 Stock Plan, as amended and restated----
10.6*Form of Employee Restricted Stock Unit Agreement for usage under the Onto Innovation Inc. 2020 Stock Plan, as amended and restated10-K001-39110February 26, 202410.6
10.7*Form of Director Restricted Stock Unit Purchase Agreement for usage under the Onto Innovation Inc. 2020 Stock Plan, as amended and restated10-K001-39110February 26, 202410.7
10.8*Form of Employee Performance Stock Unit Purchase Agreement for usage under the Onto Innovation Inc. 2020 Stock Plan, as amended and restated10-Q001-39110August 5, 202110.1
10.9*Form of Employee Incentive Restricted Stock Unit Purchase Agreement for usage under the Onto Innovation Inc. 2020 Stock Plan, as amended and restated10-Q001-39110November 4, 202110.1
Exhibit No.Exhibit DescriptionFormFile NumberDate of First FilingExhibit No./Appendix Reference
10.10*Onto Innovation Inc. 2020 Employee Stock Purchase PlanS-8333-238492May 19, 202010.2
10.11*Form of Onto Innovation Inc. Indemnification Agreement8-K001-39110September 13, 202110.1
10.12*Employment Agreement, dated as of September 15, 2023, by and between Onto Innovation Inc. and Michael P. Plisinski* incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed with the SEC on September 15, 2023 (File No. 001-39110).8-K001-39110September 15, 202310.1
10.13*Offer Letter to Yoon Ah E. Oh, dated October 4, 2021, by and between Yoon Ah E. Oh and Onto Innovation Inc.10-Q001-39110May 3, 202210.1
10.14*Offer Letter to Mark Slicer, dated April 1, 2022, by and between Mark Slicer and Onto Innovation Inc.8-K001-39110May 17, 202210.1
10.15*+Offer Letter to Ramil Yaldaei, dated April 25, 2023, by and between Ramil Yaldaei and Onto Innovation Inc.----
10.16*+Offer Letter to Srinivas Vedula, dated August 30, 2021----
10.17*Form of Executive Change in Control Agreement10-K001-39110February 24, 202310.13
19+Onto Innovation Inc. Insider Trading Policy----
21.1+Subsidiaries.----
23.1+Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm.----
31.1+Rule 13a-14(a) Certification of Chief Executive Officer of the Registrant pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.----
31.2+Rule 13a-14(a) Certification of Chief Financial Officer of the Registrant pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.----
32.1+Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.----
32.2+Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.----
97Onto Innovation Inc. Incentive Compensation Recovery Policy10-K001-39110February 26, 202497
101.INSInline XBRL Instance Document
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (formatted in inline XBRL and contained in Exhibit 101)
*Management contract, compensatory plan or arrangement.
+Filed herewith

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND

FINANCIAL STATEMENT SCHEDULE

Page
Consolidated Financial Statements:
Reports of Independent Registered Public Accounting Firm (PCAOB ID Number 42)F-1
Consolidated Statements of Operations for the years ended December 28, 2024, December 30, 2023 and December 31, 2022F-4
Consolidated Statements of Comprehensive Income for the years ended December 28, 2024, December 30, 2023 and December 31, 2022F-5
Consolidated Balance Sheets as of December 28, 2024 and December 30, 2023F-6
Consolidated Statements of Cash Flows for the years ended December 28, 2024, December 30, 2023 and December 31, 2022F-7
Consolidated Statements of Stockholders’ Equity for the years ended December 28, 2024, December 30, 2023 and December 31, 2022F-8
Notes to the Consolidated Financial StatementsF-9
Consolidated Financial Statement Schedule:
Schedule of Valuation and Qualifying AccountsF-32
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