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ENTEGRIS INC

For the period ended Dec 31, 2025. Filed Feb 11, 2026.

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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.

FY2025 · Filed Feb 11, 2026

ENTG$138.57-1.1%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 Financial Statements are included herein:

1.Financial Statements:

Report of Independent Registered Public Accounting Firm

Consolidated Balance Sheets at December 31, 2025 and 2024

Consolidated Statements of Operations for the Years Ended December 31, 2025, 2024 and 2023

Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2025, 2024 and 2023

Consolidated Statements of Equity for the Years Ended December 31, 2025, 2024 and 2023

Consolidated Statements of Cash Flows for the Years Ended December 31, 2025, 2024 and 2023

Notes to Consolidated Financial Statements

2. Financial Statement Schedule - All financial statement schedules have been omitted since the information is either not applicable or is included in the consolidated financial statements notes thereof.

Reg. S-KItem 601(b)ReferenceDocument IncorporatedReferenced Document on file with the Commission
2.1Agreement and Plan of Merger, dated as of December 14, 2021, by and among Entegris, Inc., CMC Materials, Inc. and Yosemite Merger Sub, Inc.Exhibit 2.1 to Entegris, Inc. Current Report on Form 8-K filed with the Securities and Exchange Commission on December 16, 2021
3.1Amended and Restated Certificate of Incorporation of Entegris, Inc., as amendedExhibit 3.1 to Entegris, Inc. Annual Report on Form 10-K for the fiscal year ended December 31, 2011
3.2By-Laws of Entegris, Inc., as amended December 8, 2022Exhibit 3.1 to Entegris, Inc. Current Report on Form 8-K filed with the Securities and Exchange Commission on December 9, 2022
4.1Form of certificate representing shares of Common Stock, $.01 par value per shareExhibit 4.1 to Form S-4 Registration Statement of Entegris, Inc. and Eagle DE, Inc. (No. 333-124719)
4.2Indenture, dated as of April 30, 2020, by and among the Company, certain subsidiaries of the Company and Wells Fargo Bank, National Association, as trustee, including the form of note representing the 2028 NotesExhibit 4.1 to Entegris, Inc. Current Report on Form 8-K filed with the Securities and Exchange Commission on April 30, 2020
4.3Indenture, dated as of April 30, 2021, by and among the Company, certain subsidiaries of the Company and Wells Fargo Bank, National Association, as trustee, including the form of note representing the 2029 NotesExhibit 4.1 to Entegris, Inc. Current Report on Form 8-K filed with the Securities and Exchange Commission on April 30, 2021
4.4Indenture, dated as of April 14, 2022, by and among Entegris Escrow Corporation, as escrow issuer and Truist Bank, as trustee and notes collateral agent, including the form of note issuable thereunderExhibit 4.1 to Entegris, Inc. Current Report on Form 8-K filed with the Securities and Exchange Commission on April 15, 2022
4.5Indenture, dated as of June 30, 2022, by and among Entegris and Truist Bank, as trustee, including the form of note representing the Senior Unsecured NotesExhibit 4.1 to Entegris, Inc. Current Report on Form 8-K filed with the Securities and Exchange Commission on June 30, 2022
4.6First Supplemental Indenture to the 2029 Secured Notes Indenture, dated as of July 6, 2022, by and among Entegris, certain subsidiaries of Entegris and Truist Bank, as trustee and notes collateral agentExhibit 4.3 to Entegris, Inc. Current Report on Form 8-K filed with the Securities and Exchange Commission on July 6, 2022
4.7First Supplemental Indenture to the 2030 Unsecured Notes Indenture, dated as of July 6, 2022, by and among Entegris, certain subsidiaries of Entegris and Truist Bank, as trustee.Exhibit 4.4 to Entegris, Inc. Current Report on Form 8-K filed with the Securities and Exchange Commission on July 6, 2022
4.8Equal Priority Intercreditor Agreement, dated as of July 6, 2022, among Entegris, certain subsidiaries of Entegris, Morgan Stanley Senior Funding, Inc., as senior credit facilities collateral agent, and Truist Bank, as notes collateral agent.Exhibit 4.5 to Entegris, Inc. Current Report on Form 8-K filed with the Securities and Exchange Commission on July 6, 2022
4.9First Supplemental Indenture to the 2028 Notes Indenture, dated as of July 6, 2022, by and among Entegris, certain subsidiaries of Entegris and Computershare Trust Company, National Association, as successor to Wells Fargo Bank, National Association, as trustee.Exhibit 4.7 to Entegris, Inc. Current Report on Form 8-K filed with the Securities and Exchange Commission on July 6, 2022
4.10Supplemental Indenture to the 2029 Notes Indenture, dated as of July 6, 2022, by and among Entegris, certain subsidiaries of Entegris and Computershare Trust Company, National Association, as successor to Wells Fargo Bank, National Association, as trustee.Exhibit 4.9 to Entegris, Inc. Current Report on Form 8-K filed with the Securities and Exchange Commission on July 6, 2022
4.11Indenture, dated as of June 30, 2022, by and among Entegris Escrow Corporation, as escrow issuer and Truist Bank, as trustee, including the form of note issuable thereunder.Exhibit 4.1 to Entegris, Inc. Current Report on Form 8-K filed with the Securities and Exchange Commission on June 30, 2022
4.12Amendment and Restatement Agreement, dated as of July 6, 2022, among Entegris, as borrower, certain subsidiaries of Entegris, as guarantors, the lenders party thereto, the issuing banks party thereto and Morgan Stanley Senior Funding, Inc., as administrative agent and collateral agent.Exhibit 4.10 to Entegris, Inc. Current Report on Form 8-K filed with the Securities and Exchange Commission on July 6, 2022
4.13Amendment No. 1, dated as of March 10, 2023, among Entegris, Inc., as borrower, the other credit parties party thereto, the lenders party thereto and Morgan Stanley Senior Funding, Inc., as administrative agent.Exhibit 10.1 to Entegris, Inc. Current Report on Form 8-K filed with the Securities and Exchange Commission on March 13, 2023
4.14Amendment No. 2, dated as of September 11, 2023, among Entegris, Inc., as borrower, the other credit parties party thereto, the lenders party thereto and Morgan Stanley Senior Funding, Inc., as administrative agent.Exhibit 10.1 to Entegris, Inc. Current Report on Form 8-K filed with the Securities and Exchange Commission on September 13, 2023
4.15Amendment No. 3, dated as of March 28, 2024, among Entegris, as borrower, the other credit parties party thereto, the lenders party thereto and Morgan Stanley Senior Funding, Inc., as administrative agentExhibit 10.1 to Entegris, Inc. Current Report on Form 8-K filed with the Securities and Exchange Commission on March 28, 2024
4.16Description of Capital StockExhibit 4.1 to Entegris, Inc. Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 7, 2020
10.1CMC Materials, Inc. 2021 Omnibus Incentive Plan*Exhibit 10.1 to Entegris Registration Statement on Form S-3 filed with the Securities and Exchange Commission on July 7, 2022
10.2Amendment Number 1 to the CMC Materials, Inc. 2021 Omnibus Incentive Plan*Exhibit 4.3 to Entegris, Inc. Registration Statement on Form S-8 filed with the Securities and Exchange Commission on July 7, 2022
10.3Cabot Microelectronics Corporation 2012 Omnibus Incentive Plan*Exhibit 10.2 to Entegris Registration Statement on Form S-3 filed with the Securities and Exchange Commission on July 7, 2022
10.4Entegris, Inc. – 2010 Stock Plan, as amended*Exhibit 10.1 to Entegris, Inc. Quarterly Report on Form 10-Q for the period ended July 3, 2010
10.5Entegris, Inc. 2020 Stock Plan*Annex 1 to the Entegris, Inc. Schedule 14A proxy statement for its 2020 Annual Meeting of Stockholders (No. 001-32598), as filed with the Securities and Exchange Commission on March 18, 2020
10.6Entegris, Inc. 2024 Employee Stock Purchase Plan*Appendix B to the Entegris, Inc. Schedule 14A proxy statement for its 2024 Annual Meeting of Stockholders (No. 001-32598), as filed with the Securities and Exchange Commission on March 18, 2024
10.7Second Amended and Restated Entegris Incentive Plan*Exhibit 10.1 to Entegris, Inc. Current Report on Form 8-K filed with the Securities and Exchange Commission on May 24, 2017
10.8Deferred Compensation Plan for Non-Employee Directors of Entegris, Inc.*Exhibit 10.33 to Entegris, Inc. Annual Report on Form 10-K for the fiscal year ended December 31, 2024
10.9Form of Indemnification Agreement between Entegris, Inc. and each of its executive officers and directors*Exhibit 10.30 to Entegris, Inc. Annual Report on Form 10-K for the fiscal year ended August 27, 2005
10.10Form of Executive Change of Control Termination Agreement between Entegris, Inc. and certain of its executive officers*Exhibit 10.31 to Entegris, Inc. Annual Report on Form 10-K for the fiscal year ended August 27, 2005
10.11Form of Revised Executive Change of Control Termination Agreement between Entegris, Inc. and certain of its executive officers executed in 2015 (other than those executive officers who executed the form previously filed)*Exhibit 10.1 to Entegris, Inc. Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 29, 2016
10.12Entegris, Inc. 2019 Stock Option Award Agreement*Exhibit 10.3 to Entegris, Inc. Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 7, 2020
10.13Entegris, Inc. 2020 Stock Option Award Agreement (under 2010 Stock Plan)*Exhibit 10.3 to Entegris, Inc. Quarterly Report on Form 10-Q for the period ended March 28, 2020
10.14Entegris, Inc. 2021 Stock Option Award Agreement*Exhibit 10.4 to Entegris, Inc. Annual Report on Form 10-K for the fiscal year ended December 31, 2020
10.15Entegris, Inc. 2022 RSU Award Agreement*Exhibit 10.2 to Entegris, Inc. Annual Report on Form 10-K for the fiscal year ended December 31, 2021
10.16Entegris, Inc. 2022 Stock Option Award Agreement*Exhibit 10.3 to Entegris, Inc. Annual Report on Form 10-K for the fiscal year ended December 31, 2021
10.17Entegris, Inc. 2023 Performance-Based RSU Award Agreement *Exhibit 10.1 to Entegris, Inc. Annual Report on Form 10-K for the fiscal year ended December 31, 2022
10.18Entegris, Inc. 2023 RSU Award Agreement *Exhibit 10.2 to Entegris, Inc. Annual Report on Form 10-K for the fiscal year ended December 31, 2022
10.19Entegris, Inc. 2023 Stock Option Award Agreement *Exhibit 10.3 to Entegris, Inc. Annual Report on Form 10-K for the fiscal year ended December 31, 2022
10.20Form of Entegris, Inc. Performance Share Unit Award Agreement (2024+)*Exhibit 10.34 to Entegris, Inc. Annual Report on Form 10-K for the fiscal year ended December 31, 2024
10.21Form of Entegris, Inc. Global RSU Award Agreement (2024+)*Exhibit 10.35 to Entegris, Inc. Annual Report on Form 10-K for the fiscal year ended December 31, 2024
10.22Form of Entegris, Inc. Stock Option Award Agreement (2024+)*Exhibit 10.36 to Entegris, Inc. Annual Report on Form 10-K for the fiscal year ended December 31, 2024
10.23Entegris, Inc. 2025 Performance Share Unit Award Agreement*Exhibit 10.3 to Entegris, Inc. Quarterly Report on Form 10-Q for the period ended June 28, 2025
10.24Entegris, Inc. 2025 Global RSU Award Agreement*Exhibit 10.4 to Entegris, Inc. Quarterly Report on Form 10-Q for the period ended June 28, 2025
10.25Entegris, Inc. 2025 Stock Option Award Agreement*Exhibit 10.5 to Entegris, Inc. Quarterly Report on Form 10-Q for the period ended June 28, 2025
10.26Entegris, Inc. 2025 Director’s RSU Award Agreement*Exhibit 10.6 to Entegris, Inc. Quarterly Report on Form 10-Q for the period ended June 28, 2025
10.27Executive Employment Agreement, effective November 28, 2012, between Entegris, Inc. and Bertrand Loy*Exhibit 10.1 to Entegris, Inc. Annual Report on Form 10-K for the fiscal year ended December 31, 2012
10.28Amendment No. 1, dated April 26, 2013, to Executive Change in Control Termination Agreement, between Entegris, Inc. and Bertrand Loy*Exhibit 99.1 to Entegris, Inc. Current Report on Form 8-K filed with the Securities and Exchange Commission on April 26, 2013
10.29Amendment No. 2, dated February 5, 2020, to Executive Change in Control Termination Agreement, between Entegris, Inc. and Bertrand Loy*Exhibit 10.4 to Entegris, Inc. Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 7, 2020
10.30Employment Offer Letter, dated April 8, 2023, between Entegris, Inc. and Linda LaGorga*Exhibit 10.1 to Entegris, Inc. Quarterly Report on Form 10-Q for the period ended April 1, 2023
10.31Amended and Restated Supplemental Executive Retirement Plan for Key Salaried Employees of Entegris, Inc.*Exhibit 10.38 to Entegris, Inc. Annual Report on Form 10-K for the fiscal year ended December 31, 2023
10.32Offer Letter, dated May 11, 2025, by and between Entegris, Inc. and David Reeder*Exhibit 10.1 to Entegris, Inc. Quarterly Report on Form 10-Q for the period ended June 28, 2025
10.33Executive Chair Agreement, dated July 30, 2025, by and between Entegris, Inc. and Bertrand Loy*Exhibit 10.2 to Entegris, Inc. Quarterly Report on Form 10-Q for the period ended June 28, 2025
10.34Separation Agreement, dated January 19, 2026, by and between Entegris, Inc. and Linda LaGorga*Exhibit 10.1 to Entegris, Inc. Current Report on Form 8-K filed with the Securities and Exchange Commission on January 20, 2026
19.1Insider Trading Policy of Entegris, Inc.Exhibit 19.1 to Entegris, Inc. Annual Report on Form 10-K for the fiscal year ended December 31, 2024
97.1Amended and Restated Entegris, Inc. Clawback PolicyExhibit 97 to Entegris, Inc. Annual Report on Form 10-K for the fiscal year ended December 31, 2023
  • A “management contract or compensatory plan”

The Company hereby files as exhibits to this Annual Report on Form 10-K the following documents:

Reg. S-K

Item 601(b)

ReferenceExhibit No.Documents Filed Herewith
(21)21.1Subsidiaries of Entegris, Inc.
(23)23.1Consent of Independent Registered Public Accounting Firm
(31)31.1Certification required by Rule 13a-14(a) in accordance with Section 302 of the Sarbanes—Oxley Act of 2002.
(31)31.2Certification required by Rule 13a-14(a) in accordance with Section 302 of the Sarbanes—Oxley Act of 2002.
(32)32.1Certification required by Rule 13a-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
(32)32.2Certification required by Rule 13a-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
(101)101.INSXBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
(101)101.SCHXBRL Taxonomy Extension Schema Document
(101)101.CALXBRL Taxonomy Extension Calculation Linkbase Document
(101)101.DEFXBRL Taxonomy Extension Definition Linkbase Document
(101)101.LABXBRL Taxonomy Extension Label Linkbase Document
(101)101.PREXBRL Taxonomy Extension Presentation Linkbase Document
(104)104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
  • A “management contract or compensatory plan”
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