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Midas Edge

ONTO INNOVATION INC.

For the period ended Jan 3, 2026. Filed Feb 24, 2026.

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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.

FY2026 · Filed Feb 24, 2026

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 that were previously filed are incorporated by reference.

Exhibit No.Exhibit DescriptionFormFile NumberDate of First FilingExhibit No./Appendix Reference
2.1^Equity Purchase Agreement, dated as of June 27, 2025, by and among Onto Innovation Inc., Semilab USA LLC, Semilab International Zrt. and Semilab Zrt.8-K001-39110June 30, 20252.1
2.2^Amendment to Equity Purchase Agreement, dated as of October 9, 2025, by and among Onto Innovation Inc., Semilab USA LLC, Semilab International Zrt. and Semilab Zrt.8-K001-39110October 10, 20252.1
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 restated10-K001-39110February 25, 202510.2
10.3*Form of Director Stock Option Agreement for usage under the Onto Innovation Inc. 2020 Stock Plan, as amended and restated10-K001-39110February 25, 202510.3
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 restated----
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 restated----
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*Onto Innovation Nonqualified Deferred Compensation Plan8-K001-39110November 21, 202510.1
10.12*Onto Innovation Nonqualified Deferred Compensation Plan Adoption Agreement8-K001-39110November 21, 202510.2
10.13*Form of Onto Innovation Inc. Indemnification Agreement8-K001-39110September 13, 202110.1
10.14*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
10.15*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
10.16*Offer Letter to Mark Slicer, dated April 1, 2022, by and between Mark Slicer and Onto Innovation Inc.8-K001-39110May 17, 202210.1
10.17*Separation Agreement between Onto Innovation and Mark Slider, dated July 9, 20258-K/A001-39110July 11, 202510.1
10.18*Offer Letter to Ramil Yaldaei, dated April 25, 2023, by and between Ramil Yaldaei and Onto Innovation Inc.10-K001-39110February 25, 202510.15
10.19Employment Agreement between Onto Innovation Inc. and Brian Roberts, effective as of June 16, 20258-K001-39110June 16, 202510.1
10.20*Offer Letter to Srinivas Vedula, dated August 30, 202110-K001-39110February 25, 202510.16
10.21*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.
^Schedules omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon request.
+Filed herewith
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