Item 8.01. Other Events.
On February 9, 2026, Silvaco Group, Inc. (the "Company") filed with the Securities and Exchange Commission (the "SEC") a prospectus supplement, dated February 9, 2026 (the "Prospectus Supplement"), pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended (the "Securities Act"), relating to the offer and sale by the Company of 167,281 shares of the Company's common stock, par value $0.0001 per share (the "Shares"), to John Cary, a former equityholder of Tech-X Corporation ("Tech-X").
The Shares are being issued as part of the consideration for the Company's acquisition of Tech-X (the "Tech-X Acquisition") in satisfaction of (a) contingent earnout consideration upon the achievement of certain developmental milestones and (b) a portion of the additional purchase consideration as a result of post-closing adjustments, in each case in lieu of cash, as described in the Prospectus Supplement.
The Shares are being offered pursuant to the Company's shelf registration statement on Form S-3 (File No. 333-291212), which was declared effective by the SEC on November 21, 2025 (the "Registration Statement"). The Prospectus Supplement relates to, and should be read in conjunction with, the prospectus included in the Registration Statement, dated October 31, 2025.
The Company will not receive any cash proceeds from the issuance of the Shares.