COHERENT CORP

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 (Amendment No. )

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Definitive Proxy Statement

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COHERENT CORP.

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LETTER FROM CHAIR OF THE BOARD

October 2, 2025​

Dear Fellow Coherent Shareholders

With the AI and technology industries continuing to evolve, datacenter, communications, and industrial market leaders are turning to Coherent to help fuel their own innovation and growth. As a result of our world-class offerings and critical partnerships, fiscal 2025 was another outstanding year for Coherent. Today, with more than 50 years of manufacturing excellence in the United States, Europe and Asia, we are proud to continue to strengthen Coherent’s storied legacy, supported by the hard work of our thousands of Coherent teammates across our operations.

Focused and Transformed Portfolio Capturing the Photonic Opportunity of the Future

Photonics is a foundational technology across AI datacenters, communications, and a broad range of industrial applications. In response, we sharpened our strategic focus on these priority markets to ensure Coherent is positioned to fully capture these significant long-term growth opportunities. Our progress is already evident, with record full-year revenue of $5.81 billion delivered in fiscal 2025.

As part of our portfolio optimization strategy, to align the Company with the highest long-term growth and profitability opportunities, we announced the sale of our aerospace and defense business in August 2025. At the same time, we are expanding our U.S.-based partnerships and capacities in high-value segments, highlighted by our recently announced multi-year agreement with Apple. Building on this momentum, we remain confident in our ability to extend our leadership and drive continued value creation in fiscal 2026 and beyond.

Committed and Engaged Board and Leadership Team are Guiding Next Phase of Growth

We also strengthened our executive leadership team with several key leadership appointments to accelerate execution across core business operations and critical, fast-growing segments. We believe disciplined and thoughtful refreshment is a critical component of innovative leadership and robust oversight across all of Coherent.

Over the past five years, we refreshed seventy percent of the company’s independent directors, significantly strengthening the Board’s collective skillset and aligning its expertise with Coherent’s evolving strategy and growth opportunities. More recently, we separated the roles of Board Chair and CEO and appointed new Chairs across all Committees to further sharpen the Board’s focus on overseeing our operational discipline, strategic direction, and shareholder value creation strategy.

We value the perspectives of all our shareholders and remain committed to transparency and active engagement. In response to last year’s advisory vote on executive compensation, the Board undertook an expanded shareholder outreach effort, with the feedback received directly informing several responsiveness actions implemented this year, as described in more detail in the Compensation Discussion and Analysis section of this proxy statement.

Looking Ahead — Coherent’s Critical Role to Leading Solutions

As photonics plays an increasingly vital role across key industries, we have firmly positioned Coherent as a global photonics leader, driving innovation and shaping the future for companies worldwide. We are confident in the future of our largest and fastest-growing priority, and we are focused on capturing growing demand for Coherent’s industry-leading solutions.

We expect fiscal 2026 to be another year of growth for Coherent and look forward to continuing to advance our efforts to deliver for shareholders.

We are grateful for your continued investment and support.

Sincerely,

Enrico DiGirolamo

Chair of the Coherent Corp. Board of Directors

TABLE OF CONTENTS​

RECORD DATE SEPTEMBER 15, 2025

Only shareholders of record as of the close of business on September 15, 2025 will be entitled to notice of and to vote at the Annual Meeting.

ATTENDANCE

Only shareholders of record or their legal proxies may participate in the virtual Annual Meeting.

ITEMS OF BUSINESS​

Shareholders are asked to vote on the following items at the Annual Meeting:

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Proposal 1: Election of five Class Two directors, each for a three-year term to expire in 2028.

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Proposal 2: A non-binding advisory vote to approve compensation paid to our named executive officers in fiscal year 2025, as disclosed in this proxy statement.

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Proposal 3: Ratification of the Audit and Risk Committee’s selection of Ernst &

Young LLP as our independent registered public accounting firm for the fiscal year

ending June 30, 2026.

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Such other business as may properly come before the Annual Meeting or any

postponement or adjournment thereof.

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VOTING

AVAILABILITY OF MATERIALS

Shareholders of record will automatically receive a printed set of proxy materials, including a proxy card. For shareholders who hold shares through a broker, bank or other nominee (commonly referred to as held in “street name”), we furnish proxy materials via the internet. If you received a Notice of Internet Availability of Proxy Materials (the “Notice”) by mail from your broker, bank or other nominee, you will not receive a printed copy of the proxy materials unless you request one. The Notice instructs you how to access and review all the important information contained in the proxy materials over the internet. The Notice also provides instructions for submitting your proxy over the internet. If you received a Notice and would like to receive a printed copy of our proxy materials, please follow the instructions for requesting materials included in the Notice.

This proxy statement and proxy card will first be made available to shareholders on or about October 2, 2025.

By Order of the Board

Rob Beard, Secretary

October 2, 2025