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ICHOR HOLDINGS, LTD.

For the period ended Dec 26, 2025. Filed Feb 20, 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 20, 2026

ICHR$35.27+2.4%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

EXHIBIT INDEX

The following exhibits are filed with this Form 10‑K or are incorporated herein by reference:

ExhibitNumberDescription of Exhibit
2.1Agreement and Plan of Merger, dated November 11, 2021, by and among Ichor Systems, Inc., Incline Merger Sub, LLC, IMG Companies, LLC, and Brian J. Miller (solely in his capacity as the Equity holders’ Representative thereunder) (Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8‑K filed with the SEC on November 16, 2021).
3.1Amended and Restated Memorandum and Articles of the Company, effective as of May 24, 2022 (Incorporated by reference to Exhibit 3.1 to the Annual Report on Form 10-K filed with the SEC on February 24, 2023).
4.1Description of Securities of the Company. (Incorporated by reference to Exhibit 4.1 to the Annual Report on Form 10-K filed with the SEC on February 24, 2023).
10.1Second Amended and Restated Credit Agreement, dated as of October 29, 2021, by and among Icicle Acquisition Holding B.V., Ichor Holdings, LLC, and Ichor Systems, Inc. as borrowers, Bank of America, N.A., as administrative agent, and the financial institutions party thereto, as lenders (Incorporated by reference to Exhibit 10.1 to the Annual Report on Form 10‑K filed with the SEC on February 28, 2022).
10.2First Amendment to Second Amended and Restated Credit Agreement, dated as of September 30, 2024, by and among Ichor Systems, Inc., as borrower representative, and Bank of America, N.A., as administrative agent (Incorporated by reference to Exhibit 10.2 to the Annual Report on Form 10-K filed with the SEC on February 2, 2021).
10.3Third Amended and Restated Credit Agreement, dated as of September 26, 2025, by and among Icicle Acquisition Holding B.V, Ichor Systems, Inc., Ichor Holdings, LLC, IMG Companies, LLC, IMG Inta, LLC, IMG Larkin, LLC, IMG, LLC, Applied Fusion, LLC, and IMG Altair, LLC as borrowers, Bank of America, N.A., as administrative agent, and the financial institutions party thereto, as lenders (Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on September 30, 2025).
10.4+Ichor Holdings, Ltd. 2016 Omnibus Incentive Plan (Incorporated by reference to Exhibit 10.11 to Amendment No. 2 to Registration Statement on Form S‑1 filed with the SEC on November 29, 2016).
10.5+Form of Incentive Stock Option Agreement (Incorporated by reference to Exhibit 10.12 to Amendment No. 2 to Registration Statement on Form S‑1 filed with the SEC on November 29, 2016).
10.6+Form of Restricted Stock Agreement (Incorporated by reference to Exhibit 10.13 to Amendment No. 2 to Registration Statement on Form S‑1 filed with the SEC on November 29, 2016).
10.7+Form of Nonqualified Stock Option Agreement (Incorporated by reference to Exhibit 10.14 to Amendment No. 2 Registration Statement on Form S‑1 filed with the SEC on November 29, 2016).
10.8+*Ichor Holdings, Ltd. 2025 Omnibus Incentive Plan
10.9+Form of Performance Restricted Stock Unit Agreement Pursuant to the Ichor Holdings, Ltd. 2025 Omnibus Incentive Plan (Incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q, filed with the SEC on August 5, 2025)
10.10+Form of Restricted Stock Unit Agreement Pursuant to the Ichor Holdings, Ltd. 2025 Omnibus Incentive Plan (Incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q, filed with the SEC on August 5, 2025).
10.11+Offer Letter, dated as of January 8, 2013, by and between Ichor Systems, Inc. and Philip Barros (Incorporated by reference to Exhibit 10.16 to the Registration Statement on Form S‑1 filed with the SEC on November 14, 2016).
10.12+Offer Letter, dated as of September 30, 2015, by and between Ichor Systems, Inc. and Philip Barros (Incorporated by reference to Exhibit 10.17 to the Registration Statement on Form S‑1 filed with the SEC on November 14, 2016).
10.13+Offer Letter, dated as of October 29, 2025, by and between Ichor Systems, Inc. and Philip Barros (Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on November 3, 2025).
10.14+Amended and Restated Select Severance Plan, dated as of November 22, 2024, by and among the Company and certain officers and directors party thereto. (Incorporated by reference to Exhibit 10.10 to the Annual Report on Form 10-K filed with the SEC on February 21, 2025).
10.15+Offer Letter, dated November 20, 2019, between Ichor Systems, Inc. and Jeffrey Andreson (Incorporated by reference to Exhibit 10.13 to the Annual Report on Form 10-K filed with the SEC on March 6, 2020).
10.16+Transition Agreement, dated as of August 3, 2025, by and between the Company and Jeffrey Andreson (Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on August 4, 2025).
10.17+Offer Letter, dated November 15, 2022, between the Company and Bruce Ragsdale (Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8‑K filed with the SEC on November 28, 2022).
10.18+Offer Letter, dated July 6, 2023, between Ichor Systems, Inc. and Gregory F. Swyt (Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on July 10, 2023).
10.19*+Transition Agreement, dated as of August 13, 2025, by and between the Company and Christopher Smith.
19.1*Ichor Holdings, Ltd. Insider Trading Policy, dated November 10, 2025.
21.1*List of subsidiaries.
23.1*Consent of KPMG LLP.
31.1*Certifications of Chief Executive Officer of the Company under Rule 13a‑14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes‑Oxley Act of 2002.
31.2*Certifications of Chief Financial Officer of the Company under Rule 13a‑14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes‑Oxley Act of 2002.
32.1**Certifications of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002. This certification accompanies this report and shall not, except to the extent required by the Sarbanes‑Oxley Act of 2002, be deemed filed for purposes of §18 of the Securities Exchange Act of 1934, as amended.
32.2**Certifications of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002. This certification accompanies this report and shall not, except to the extent required by the Sarbanes‑Oxley Act of 2002, be deemed filed for purposes of §18 of the Securities Exchange Act of 1934, as amended.
97.1Ichor Holdings, Ltd. Clawback Policy (Incorporated by reference to Exhibit 97.1 to Ichor Holdings, Ltd.'s Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 23, 2024).
101.INS*Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because 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 (embedded within the Inline XBRL document contained in Exhibit 101).

*Filed herewith

** Furnished herewith

  • A management contract or compensatory arrangement required to be filed as an exhibit pursuant to Item 601 of Regulation S‑K
ContentsView on SEC.gov

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