Form 4: Cohu Inc. Executive Bohrson Reports Stock Sale and Acquisition of Performance and Restricted Stock Units

Christopher Bohrson, Sr VP & Chief Customer Officer of Cohu Inc., reports the sale of 200 shares and acquisition of performance and restricted stock units.

Summary

• Christopher Bohrson, a Senior VP & Chief Customer Officer at Cohu Inc., filed a Form 4 detailing changes in beneficial ownership.
• On March 10, 2025, Bohrson sold 200 shares of Common Stock at $16.88 per share.
• On March 11, 2025, Bohrson acquired 33,367 Performance Stock Units and 22,244 Restricted Stock Units.
• The Performance Stock Units will convert into Cohu, Inc. Common Stock upon vesting, contingent on achieving specified performance goals and continued employment through March 11, 2028.
• The actual number of shares that may vest from the Performance Stock Units ranges from 0% to 200% of the target amount, depending on performance goal achievement.
• The Restricted Stock Units represent a contingent right to receive one share of Cohu, Inc. Common Stock upon vesting in three equal annual installments beginning March 11, 2026, assuming continued employment.
• Following the reported transactions, Bohrson beneficially owns 128,739 shares of Common Stock, 162,106 Performance Stock Units, and 184,350 Restricted Stock Units.
• The filing indicates that the transactions were made pursuant to a 10b5-1(c) plan adopted on May 17, 2024.

Sentiment

Score: 6

Explanation: The sentiment is neutral. The filing reflects routine transactions and grants of stock units, with no clear indication of positive or negative sentiment towards the company's prospects.

Positives

• The acquisition of Performance Stock Units aligns executive compensation with company performance, incentivizing value creation for shareholders.
• The vesting schedule for Restricted Stock Units encourages long-term commitment from the executive.

Negatives

• The sale of 200 shares, while small, could be interpreted negatively by some investors if viewed in isolation, although it is part of a pre-planned trading strategy.

Risks

• The vesting of Performance Stock Units is contingent on achieving specific performance goals, which may not be met.
• The vesting of both Performance and Restricted Stock Units is contingent on continued employment, creating a risk of forfeiture if the executive leaves the company.

Future Outlook

The vesting of Performance Stock Units is dependent on the achievement of total shareholder return goals by March 11, 2028. The vesting of Restricted Stock Units is dependent on continued employment with vesting in three equal annual installments beginning March 11, 2026.

Industry Context

Form 4 filings are a routine part of corporate governance, providing transparency into the trading activities of company insiders. Investors often monitor these filings to gauge executive sentiment and potential future stock performance.

Comparison to Industry Standards

• Executive compensation packages often include a mix of salary, stock options, restricted stock units, and performance-based incentives.
• The use of performance stock units is a common practice to align executive compensation with shareholder value creation, similar to practices at companies like Texas Instruments and Analog Devices.
• Vesting schedules for restricted stock units are typically structured to encourage long-term retention, aligning with industry norms at companies like Qualcomm and Broadcom.

Stakeholder Impact

• Shareholders may view the acquisition of performance-based stock units positively, as it aligns executive incentives with company performance.
• Employees may see the vesting schedules as a sign of the company's commitment to long-term growth and stability.

Key Dates