ENTEGRIS INC

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

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Entegris, Inc.

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Guiding what we do and how we do it.MissionTo help our customers improve their productivity, performance, and technology by providing enhancing materials and process solutions for the most advanced manufacturing environments.

Letter to Stockholders

Dear Entegris Stockholders:2024 was another dynamic year for the semiconductor industry. Our customers with significant exposure to advanced logic and AI applications performed very well, but the rest of the industry remained challenged.With this as the industry backdrop, I am very pleased with our overall results for 2024. During the year, excluding divestitures and the impact of currency, our revenue grew more than 5 percent, yielding an estimated market outperformance of 3 to 4 points. From a profitability point of view, both our gross margin and EBITDA margin were up in 2024, excluding divestitures.Sales for our Materials Solutions division were up 11 percent for the year, excluding divestitures. For MS, growth was particularly strong in CMP consumables, advanced deposition materials and selective etching chemistries. Advanced Purity Solutions division sales were flat in 2024, driven by difficult comparisons from the significant backlog we were working through during 2023. However, APS ended the year strong, with all-time high quarterly sales in the fourth quarter.Other highlights of our business in 2024 included:•The repayment of nearly $625 million of debt, a portion of which came from the proceeds of the divestiture of our Pipeline and Industrial Materials business. Collectively, we have paid down approximately $2 billion of our total debt since the closing of the acquisition of CMC Materials in July 2022.•The ramp up of our facility in Kaohsiung, Taiwan continues to make progress. We have completed qualifications for products including drums, tubing, deposition materials and some liquid filters.•We are also progressing rapidly the construction of our new facility in Colorado Springs, and in December 2024, we finalized an agreement with the U.S. Department of Commerce that provides up to $77 million in funding under the CHIPS and Science Act toward constructing that facility.Going forward, we remain focused on delivering strong market outperformance and profitability, improving free cash flow and paying down our debt, all while funding critical investments that improve our long-term competitiveness and position us for growth. Looking further out, we continue to have high confidence in the strong long-term growth outlook of the semiconductor industry. In addition, the industry’s technology roadmaps continue to be opportunity-rich for Entegris as our customers drive for more complex device architectures and further miniaturization. The resulting process complexity is making our expertise in materials science and materials purity increasingly valuable, and we believe the R&D investments we are making are positioning us very well for the upcoming technology node transitions, all of which are expected to generate incremental content per wafer opportunities and fuel our market outperformance in the years to come.In conclusion, I’m pleased with the performance of our business in 2024 and we are excited about the significant long-term opportunities ahead for Entegris. Thank you for your support,Bertrand LoyChair of the Board, President and Chief Executive OfficerMarch 14, 2025

Notice of 2025 Annual Meeting of Stockholders

Stockholders will also transact such other business as may properly come before the meeting and at any adjournment or postponement thereof.

The 2025 Annual Meeting of Stockholders of Entegris, Inc. will be held at Entegris’ headquarters at 129 Concord Road, Building 3, Billerica, Massachusetts on Wednesday, April 23, 2025, at 8:00 a.m., local time. Stockholders of record at the close of business on March 7, 2025 are entitled to vote at the Annual Meeting and any adjournments or postponements thereof.

By order of the Board of Directors,

Joe Colella

Senior Vice President, General Counsel, Chief Compliance Officer and Secretary

How to Vote

Important Notice Regarding the Availability of Proxy Materials for the 2025 Annual Meeting of Stockholders to be Held on April 23, 2025 – the Proxy Statement, Form of Proxy and the Annual Report to Stockholders are available at http://investor.entegris.com/financials.cfm

Notice of 2025 Annual Meeting of Stockholders

This Proxy Statement is furnished in connection with the solicitation of proxies by the Board of Directors (the “Board”) of Entegris, Inc., a Delaware corporation (“Entegris,” the “Company,” “us,” “we” or “our”), for use at the 2025 Annual Meeting of Stockholders to be held at the Company’s headquarters at 129 Concord Road, Building 3, Billerica, Massachusetts on Wednesday, April 23, 2025 at 8:00 a.m., local time, and at any adjournments or postponements of that meeting (the “Annual Meeting” or the “Annual Meeting of Stockholders”). You may obtain directions to the location of the Annual Meeting of Stockholders by contacting our Investor Relations Department via email at irelations@entegris.com. This Proxy Statement, the foregoing Notice of Annual Meeting of Stockholders, the enclosed Form of Proxy and the Company’s 2024 Annual Report to Stockholders are first being mailed or given to stockholders on or about March 14, 2025. The content of any website referred to in this Proxy Statement is not a part of and is not incorporated by reference in this Proxy Statement.

Table of Contents

Forward-Looking Statements

This Proxy Statement contains “forward-looking statements”. The words “believe,” “expect,” “anticipate,” “intend,” “estimate,” “forecast,” “project,” “should,” “may,” “will,” “would” or the negative thereof and similar expressions are intended to identify such forward-looking statements. These forward-looking statements may include statements about market and technology trends, including the duration and drivers of any growth trends, the Company’s future performance and growth, the Company’s corporate social responsibility program and other matters. These forward-looking statements are based on current management expectations and assumptions only as of the date of this Proxy Statement, are not guarantees of future performance and involve substantial risks and uncertainties that are difficult to predict and could cause actual results to differ materially from the results expressed in, or implied by, these forward-looking statements. These risks and uncertainties include, but are not limited to, the risk factors and additional information described in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024 under the caption “Risk Factors”. Except as required under the federal securities laws and rules and regulations of the Securities and Exchange Commission, the Company undertakes no obligation to update publicly any forward-looking statements or information contained herein, which speak as of their respective dates.