Amkor Technology Inc.
02/13/2026 | Press release | Distributed by Public on 02/13/2026 16:10
Material Event (Form 8-K)
Item 8.01. Other Events.
On February 12, 2026, Amkor Technology, Inc. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with Goldman Sachs & Co. LLC, as the underwriter (the "Underwriter"), and 915 Investments, LP, a stockholder of the Company (the "Selling Stockholder"), relating to the offer and sale by the Selling Stockholder of 10,000,000 shares of the Company's common stock, par value $0.001 per share ("Common Stock"), pursuant to the Company's automatic shelf registration statement on Form S-3 (Registration No. 333-279042), filed with the Securities and Exchange Commission May 1, 2024, including the prospectus, dated May 1, 2024 and the prospectus supplement, dated February 12, 2026. The Selling Stockholder has agreed to sell the shares to the Underwriter at a price of $48.75 per share. The Selling Stockholder also granted the Underwriter a 30-day option to purchase up to an additional 1,500,000 shares of Common Stock. The Selling Stockholder is an investment vehicle for members of the family of Susan Y. Kim, the Chairman of the Board of Directors of the Company.
The Underwriting Agreement contains customary representations, warranties, agreements and indemnification obligations by the Company, the Selling Stockholder and the Underwriter and customary conditions to closing. The representations, warranties and covenants contained in the Underwriting Agreement were made only for purposes of the Underwriting Agreement and as of specific dates, were solely for the benefit of the parties to the Underwriting Agreement, and may be subject to limitations agreed upon by such parties. The Underwriting Agreement includes a clear market provision pursuant to which the Company has agreed not to offer or otherwise sell shares of Common Stock for a period of 75 days after the date of the final prospectus, subject to certain exceptions.
In connection with the sale, the Selling Stockholder has entered into a lock-up agreement under which it has agreed that neither the Selling Stockholder nor any of its direct or indirect affiliates, other than the Company and its subsidiaries, will sell, or otherwise transfer or dispose of, any of its remaining shares of Common Stock for a period of 180 days after the date of the final prospectus, subject to certain exceptions. The form of lock-up agreement is included as an exhibit to the Underwriting Agreement, which is filed herewith as Exhibit 1.1.
The foregoing description of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to the copy thereof, which is filed herewith as Exhibit 1.1 and is incorporated herein by reference.
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