Aric McKinnis
FORMFACTORAbout Aric McKinnis
Aric McKinnis is Senior Vice President and Chief Financial Officer of FormFactor, appointed effective August 8, 2025; he also serves as principal financial and accounting officer. He is 41, joined FormFactor in 2019 (Senior Director, Corporate Controller), and was promoted to Vice President, Corporate Controller in March 2022 before his CFO appointment; he previously held controller roles at MKS Instruments (including Corporate Controller for its Electro Scientific Industries brand) and began his career at Deloitte in external audit. He holds Honors College degrees in Business Administration, Spanish, and International Studies from Oregon State University (summa cum laude).
Under current executive compensation design, FormFactor’s long-term performance equity is tied to relative TSR versus the S&P Semiconductor Select Industry Index; for the three-year period ending June 30, 2024, the company delivered 65% TSR, ranking 11/38 (73rd percentile), leading to a 146% payout on that cycle. Recent Say-on-Pay support was strong: >98% in 2023 and >97% in 2024.
Past Roles
| Organization | Role | Years | Strategic notes |
|---|---|---|---|
| FormFactor | Senior Vice President & Chief Financial Officer; Principal Financial and Accounting Officer | Aug 2025–present | Appointed CFO effective Aug 8, 2025. |
| FormFactor | Vice President, Corporate Controller | Mar 2022–Aug 2025 | Corporate Controller; prior Senior Director, Corporate Controller since Aug 2019. |
| MKS Instruments (ESI brand) | Assistant Controller; Corporate Controller (ESI brand) | May 2014–Aug 2019 | Corporate controller responsibilities at a provider to advanced manufacturing. |
| Deloitte | External Audit roles, including Audit Manager | Jan 2007–Apr 2014 | Public company audit experience. |
External Roles
No external public company board roles are disclosed in the CFO appointment 8-K and related press release.
Fixed Compensation
| Component | Value | Notes |
|---|---|---|
| Base Salary | $425,000 | Annual base salary effective with CFO appointment (Aug 8, 2025). |
| Target Bonus | 75% of base salary | Annual target under Employee Incentive Plan. |
| Initial Equity – Time-based RSUs | $600,000 grant value | Awarded at appointment. |
| Initial Equity – Performance-based RSUs (TSR) | $600,000 grant value | Awarded at appointment. |
Performance Compensation
| Incentive type | Metric | Weighting | Target | Payout range | Performance period | Vesting/settlement |
|---|---|---|---|---|---|---|
| Annual cash incentive | Adjusted Operating Income | Not disclosed | Target bonus = 75% of salary | Capped at 200% of target | Fiscal year | Cash payout per plan; governance caps apply. |
| Performance RSUs (market-based) | Relative TSR vs S&P Semiconductor Select Industry Index | 50% of appointment equity value ($600k of $1.2m) | 100% payout at 50th percentile TSR | 0% below 25th; 50% at 25th; 100% at 50th; 200% at ≥75th | Three years (recent cycles measured July 1–June 30) | Earned units vest on Compensation Committee certification after performance period. |
| Time-based RSUs | N/A (retention) | 50% of appointment equity value ($600k of $1.2m) | N/A | N/A | Service-based | Historically vest quarterly in equal installments over three years. |
Notes: Company practice is to split long-term equity into time-based RSUs and TSR-based performance RSUs; annual non-equity incentives are capped at 200% of target to curb risk-taking.
Equity Ownership & Alignment
- Stock ownership guidelines: CEO = greater of 10,000 shares or 3x base salary; other executive officers = greater of 10,000 shares or 2x base salary; new executive officers have five years to comply; “vested, unreleased RSUs” count toward compliance. As of April 2, 2025, all named executive officers were in compliance.
- Hedging and pledging prohibited: Executives are barred from hedging (e.g., collars, swaps), purchasing options on company stock, and pledging company shares as collateral or in margin accounts.
- No dividends on unvested awards; repricings prohibited without shareholder approval.
Employment Terms
| Term | Without Change-in-Control (qualifying termination) | With Change-in-Control (double trigger within specified period) |
|---|---|---|
| Cash severance | 12 months base salary + target annual bonus (paid in installments) | Lump sum: 12 months base + greater of target bonus or average of last two years’ actual bonus; plus 12 months COBRA premiums (lump sum) |
| Equity | None (unless otherwise provided) | Full acceleration of unvested equity; forfeiture/repurchase rights lapse |
| Benefits | Up to 12 months COBRA premiums | 12 months COBRA premiums as lump sum |
| 280G treatment | Best-net cutback (reduce only if it increases after-tax value) | Best-net cutback applies |
| Employment status | At-will; no guaranteed employment contracts | At-will; agreement does not alter at-will status |
| Triggers and process | Includes “good reason” definition (material pay cut, material duty reduction, relocation >50 miles, etc.), notice and cure provisions | Double-trigger requirement (change in control + qualifying termination) |
Citations:
Performance & Track Record
- 2021 PSU cycle (3-year performance ending June 30, 2024): Company TSR 65%; ranked 11/38 (73rd percentile) within S&P Semiconductors Select Industry Index; payout achieved 146% of target.
- Executive compensation governance: Double-trigger CIC provisions; annual Say-on-Pay with strong approval (>98% in 2023; >97% in 2024).
- CFO transition timing and disclosure: McKinnis appointed Aug 8, 2025; company reaffirmed Q3’25 outlook on the same announcement; he signed subsequent Q3’25 Form 8-K as CFO.
TSR Payout Calibration (current plan design)
| Percentile rank vs S&P Semi Select Industry Index | Payout as % of target |
|---|---|
| ≥75th percentile | 200% |
| 50th percentile | 100% |
| 25th percentile | 50% |
| <25th percentile | 0% |
Risk Indicators & Red Flags
- Anti-hedging/pledging policy mitigates misalignment; no dividends on unvested awards; repricing prohibited without stockholder approval.
- Compensation capped for both cash incentives and performance equity at 200% to deter excessive risk.
- No guaranteed employment; no special perquisites; emphasis on performance-based pay and median-oriented benchmarking.
Compensation Peer Group and Philosophy
- Program orients around the 50th percentile (median) relative to the peer group; pay-for-performance philosophy with balanced cash and equity.
- Change-in-control benefits are double-trigger and set conservatively relative to peers.
Say-on-Pay & Shareholder Feedback
| Year | Say-on-Pay approval |
|---|---|
| 2023 (covering FY’22) | >98% support |
| 2024 (covering FY’23) | >97% support |
Investment Implications
- Alignment: Appointment package splits equity 50/50 between time-based RSUs and TSR-based PSUs, directly tying half of long-term value to relative TSR with a stringent 0–200% scale; cash incentives are driven by Adjusted Operating Income with a 200% cap. This structure aligns compensation with both operational execution and capital market performance.
- Retention and selling pressure: Time-based RSUs historically vest quarterly over three years, creating steady vesting events that can introduce periodic selling cadence; anti-hedging/pledging policies limit misalignment risks. Monitor Form 4s post-appointment for any discretionary sales.
- Downside protection and cost discipline: No dividends on unvested equity; no option repricings without shareholder approval; no guaranteed employment; best-net cutback under 280G—all investor-friendly features that reduce governance risk.
- Transition risk: CFO change occurred shortly after Q2 reporting; the company reaffirmed Q3 outlook concurrently, which may mitigate near-term uncertainty; execution credibility will be evidenced through guidance discipline and operating margin progress under the Adjusted Operating Income framework.
Sources: 2025, 2024, and 2023 DEF 14A proxy statements; August 12, 2025 CFO transition 8-K and press release; October 29, 2025 Form 8-K.