EVERSPIN TECHNOLOGIES INC.
For the period ended Dec 31, 2025. Filed Mar 4, 2026.
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FY2025 · Filed Mar 4, 2026
MRAM$12.71-1.6%Stored close · as of Nov 10, 2026
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Item 15. Exhibits and Financial Statement Schedules
(a)The following documents are filed as part of this report:
- Financial Statements
Information in response to this Item is included in Part II, Item 8 of this Annual Report on Form 10-K.
- Financial Statement Schedules
All schedules are omitted because they are not applicable or the required information is shown in the financial statements or notes thereto.
- Exhibits
The following exhibits, as required by Item 601 of Regulation S-K are attached or incorporated by reference as stated below.
EXHIBIT INDEX
| Incorporation By Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Description | Form | SEC File No. | Exhibit | Filing Date |
| 3.1 | Amended and Restated Certificate of Incorporation. | 8-K | 001-37900 | 3.1 | 10/13/2016 |
| 3.1.1 | Amendment to Amended and Restated Certificate of Incorporation. | 8-K | 001-37900 | 3.1 | 5/22/2019 |
| 3.1.2 | Amendment to Amended and Restated Certificate of Incorporation. | 8-K | 001-37900 | 3.1 | 5/27/2020 |
| 3.1.3 | Amendment to Amended and Restated Certificate of Incorporation. | 8-K | 001-37900 | 3.1 | 5/25/2023 |
| 3.2 | Amended and Restated Bylaws. | 8-K | 001-37900 | 3.2 | 5/22/2019 |
| 4.1 | Form of Common Stock Certificate of the registrant. | S-1 | 333-213569 | 4.1 | 9/09/2016 |
| 4.4 | Description of Common Stock. | 10-K | 001-37900 | 4.4 | 3/04/2021 |
| 10.1† | Form of Indemnity Agreement between the registrant and its directors and officers. | S-1 | 333-213569 | 10.1 | 9/09/2016 |
| 10.2† | 2008 Equity Incentive Plan, as amended, and Form of Stock Option Grant Notice, Option Agreement and Form of Notice of Exercise. | S-1/A | 333-213569 | 10.2 | 9/26/2016 |
| 10.3† | Amended and Restated 2016 Equity Incentive Plan. | 8-K | 001-37900 | 10.1 | 5/22/2018 |
| 10.3.1† | First Amendment to the Amended and Restated 2016 Equity Incentive Plan. | 8-K | 001-37900 | 10.1 | 5/25/2021 |
| 10.4† | Form of Stock Option Grant Notice, Option Agreement and Form of Notice of Exercise used with the 2016 Equity Incentive Plan. | S-1/A | 333-213569 | 10.3 | 9/26/2016 |
| 10.5† | Form of Restricted Stock Unit Award Agreement under the 2016 Equity Incentive Plan. | 10-Q | 001-37900 | 10.3 | 11/13/2017 |
| 10.6† | 2016 Employee Stock Purchase Plan. | S-1/A | 333-213569 | 10.4 | 9/26/2016 |
| 10.7 | Lease, dated as of June 6, 2008, by and between the registrant and Freescale Semiconductor, Inc. | S-1 | 333-213569 | 10.5 | 9/09/2016 |
| 10.7.1 | Amendment No. 1 to Lease, dated as of February 2, 2009, by and between the registrant and Freescale Semiconductor, Inc. | S-1 | 333-213569 | 10.6 | 9/09/2016 |
| 10.7.2 | Amendment No. 2 to Lease, dated as of February 18, 2010, by and between the registrant and Freescale Semiconductor, Inc. | S-1 | 333-213569 | 10.7 | 9/09/2016 |
| 10.7.3 | Amendment No. 3 to Lease, dated as of July 20, 2011, by and between the registrant and Freescale Semiconductor, Inc. | S-1 | 333-213569 | 10.8 | 9/09/2016 |
| 10.7.4 | Amendment No. 4 to Lease, dated as of June, 2014 by and between the registrant and Freescale Semiconductor, Inc. | S-1 | 333-213569 | 10.9 | 9/09/2016 |
| 10.7.5 | Amendment No. 5 to Lease, dated as of March 22, 2017 by and between the registrant and Freescale Semiconductor, Inc. | 8-K | 001-37900 | 10.1 | 3/28/2017 |
| 10.7.6 | Amendment No. 6 to Lease, dated as of October 31, 2017 by and between the registrant and NXP USA, Inc. (formerly Freescale Semiconductor, Inc.). | 10-K | 001-37900 | 10.40 | 3/15/2018 |
| 10.7.7 | Amendment No. 7 to Lease, effective as of June 30, 2018 by and between the registrant and NXP USA, Inc. (formerly Freescale Semiconductor, Inc.). | 10-Q | 001-37900 | 10.1 | 11/14/2018 |
| 10.7.8 | Amendment No. 8 to Lease, effective as of November 30, 2019 by and between the registrant and NXP USA, Inc. (formerly Freescale Semiconductor, Inc.). | 10-K | 001-37900 | 10.15 | 3/13/2020 |
| 10.7.9 | Amendment No. 9 to Lease, effective as of March 31, 2020 by and between the registrant and NXP USA, Inc. (formerly Freescale Semiconductor, Inc.). | 10-Q | 001-37900 | 10.2 | 8/06/2020 |
| 10.7.10 | Amendment No. 10 to Lease, effective as of February 12, 2022 by and between the registrant and NXP USA, Inc. (formerly Freescale Semiconductor, Inc.). | 10-K | 001-37900 | 10.7.10 | 3/2/2023 |
| 10.9 | Commercial Industrial Lease Agreement, dated as of May 18, 2012 by and between the registrant and Principal Life Insurance Company. | S-1 | 333-213569 | 10.17 | 9/09/2016 |
| 10.9.1 | Amendment No. 1 to Commercial Industrial Lease Agreement, dated August 12, 2016 by and between the registrant and Legacy Stonelake JV-T, LLC, successor in interest to Principal Life Insurance Company. | S-1 | 333-213569 | 10.22 | 9/09/2016 |
| 10.10 | Sublease Agreement, dated January 31, 2017 by and between the registrant and NXP USA, Inc. and Consent to of Landlord to Sublease, dated March 10, 2017, by and among the registrant, NXP USA, Inc. and VWP-BV CM 5670, LLC. | 8-K | 001-37900 | 10.1 | 3/28/2017 |
| 10.10.1 | First Amendment to Sublease Agreement, dated February 13, 2017, by and between the registrant and NXP USA, Inc. and Consent of Landlord to Amendment to Sublease, dated March 10, 2017, by and among the registrant, NXP USA, Inc. and VWP-BV CM 5670, LLC. | 8-K | 001-37900 | 10.2 | 3/28/2017 |
| 10.10.2 | Second Amendment to Sublease Agreement dated March 2, 2017 by and between the registrant and NXP USA, Inc. and Consent of Landlord to Sublease, dated March 10, 2017, by and among the registrant, NXP USA, Inc. and VWP-BV CM 5670, LLC. | 8-K | 001-37900 | 10.3 | 3/28/2017 |
| 10.10.3 | Third Amendment to Sublease Agreement, dated October 17, 2017 by and between the registrant and NXP USA, Inc. and Consent of Landlord to Sublease, dated March 10, 2017, by and among the registrant, NXP USA, Inc. and VWP-BV CM 5670, LLC. | 10-K | 001-37900 | 10.39 | 3/15/2018 |
| 10.11++ | STT-MRAM Joint Development Agreement, dated as of October 17, 2014 by and between the registrant and GLOBALFOUNDRIES Inc. | 10-Q | 001-37900 | 10.1 | 11/2/2023 |
| 10.11.1++ | Amendment No. 1 to the STT-MRAM Joint Development Agreement, dated as of May 27, 2016 by and between the registrant and GLOBALFOUNDRIES Inc. | 10-Q | 001-37900 | 10.2 | 11/2/2023 |
| 10.11.2++ | Amendment No. 2 to the STT-MRAM Joint Development Agreement, effective as of July 25, 2017 by and between the registrant and GLOBALFOUNDRIES Inc. | 10-K | 001-37900 | 10.11.2 | 3/04/2021 |
| 10.11.3++ | Amendment No. 3 to the STT-MRAM Joint Development Agreement, effective as of January 1, 2018 by and between the registrant and GLOBALFOUNDRIES Inc. | 10-Q | 001-37900 | 10.3 | 11/2/2023 |
| 10.11.4++ | Amendment No. 4 to the STT-MRAM Joint Development Agreement, effective as of December 31, 2019 by and between the registrant and GLOBALFOUNDRIES, Inc. | 10-K | 001-37900 | 10.11.4 | 3/04/2021 |
| 10.12+ | Manufacturing Agreement, dated as of October 23, 2014 by and between the registrant and GLOBALFOUNDRIES Singapore Pte. Ltd. | S-1 | 333-213569 | 10.20 | 9/09/2016 |
| 10.13 | Restricted Stock Purchase Agreement, dated as of October 21, 2014 by and between the registrant and GLOBALFOUNDRIES Inc. | S-1 | 333-213569 | 10.21 | 9/09/2016 |
| 10.14 | Common Stock Purchase Agreement, dated as of September 23, 2016 by and between the registrant and GigaDevice (HK) Limited. | S-1/A | 333-213569 | 10.23 | 9/26/2016 |
| 10.15 | Subcontract Agreement, dated as of October 3, 2022, by and between the registrant and QuickLogic Corporation. | 10-Q | 001-37900 | 10.2 | 11/10/2022 |
| 10.16† | Non-employee Director Compensation Program, as Amended. | 10-Q | 001-37900 | 10.1 | 5/4/2023 |
| 10.17† | Offer Letter, dated December 30, 2020, by and between the registrant and Darin Billerbeck. | 10-K | 001-37900 | 10.26 | 3/04/2021 |
| 10.18† | Executive Employment Agreement, effective as of April 3, 2021, by and between the registrant and Sanjeev Aggarwal. | 8-K | 001-37900 | 10.1 | 7/22/2021 |
| 10.19† | First Amendment to Executive Employment Agreement, effective as of March 14, 2022, by and between the registrant and Sanjeev Aggarwal. | 8-K | 001-37900 | 10.1 | 3/02/2022 |
| 10.20† | First Amendment to Offer Letter, effective as of March 14, 2022, by and between the registrant and Darin Billerbeck. | 8-K | 001-37900 | 10.2 | 3/02/2022 |
| 10.21† | Amended and Restated Executive Severance and Change in Control Plan. | 10-Q | 001-37900 | 10.2 | 5/02/2024 |
| 10.22† | Restricted Stock Unit Grants to Executive Chairman, CEO and CFO. | 8-K | 001-37900 | Item 5.02 | 5/12/2022 |
| 10.23† | Offer Letter, dated July 10, 2018, by and between the registrant and David Schrenk. | 10-Q | 001-37900 | 10.1 | 5/02/2024 |
| 10.24†˄ | Joint Development Agreement, dated August 8, 2024, by and between the registrant and Frontgrade Colorado Springs LLC. | 10-Q | 001-37900 | 10.3 | 11/05/2024 |
| 10.25† | Offer Letter, dated November 12, 2024, by and between the registrant and William Cooper. | 8-K | 001-37900 | 10.1 | 1/08/2025 |
| 10.26† | Executive Employment Agreement, dated February 26, 2025, by and between the registrant and William Cooper. | 10-K | 001-37900 | 10.30 | 2/27/2025 |
| 10.27†* · Offer Letter, dated July 18, 2025, by and between the registrant and Sean Dougherty. | |||||
|---|---|---|---|---|---|
| 19.1 | Insider Trading and Trading Window Policy | 10-K | 001-37900 | 19.1 | 2/27/2025 |
| 23.1* | Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm | ||||
| 24.1* | Power of Attorney (included on the Signatures page of this Annual Report on Form 10-K). | ||||
| 31.1* | Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended. | ||||
| 31.2* | Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended. | ||||
| 32.1** | Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | ||||
| 97.1 | Incentive Compensation Recoupment Policy | 10-K | 001-37900 | 97.1 | 2/29/2024 |
| 101.INS* | Inline XBRL 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.SCH* | Inline XBRL Taxonomy Extension Schema Document. | ||||
| 101.CAL* | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | ||||
| 101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase Document. | ||||
| 101.LAB* | Inline XBRL Taxonomy Extension Label Linkbase Document. | ||||
| 101.PRE* | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | ||||
| 104* | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). | ||||
*Filed herewith.
**Furnished herewith. Exhibit 32.1 is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall such exhibit be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise specifically stated in such filing.
+Confidential treatment has been granted for certain portions of this exhibit.
++Portions of the exhibit, marked by brackets, have been omitted because the omitted information (i) is not material and (ii) would likely cause competitive harm if publicly disclosed.
˄Portions of the exhibit have been omitted pursuant to Item 601(b) of Regulation S-K because the omitted information is (a) not material and (b) the type of information that the Registrant both customarily and actually treats as private and confidential. In addition, certain exhibits and schedules to the exhibit have been omitted pursuant to Item 601(b)(2) of Regulation S-K.
†Indicates a management contract or compensatory plan.
(b)We have filed or incorporated into this Annual Report on Form 10-K by reference, the exhibits listed on the Exhibit Index immediately above.
(c)See Item 15(a)2 above.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.