What the changes say
- New risks emphasize data privacy, AI-enabled systems, third-party software, and China-related regulatory exposure.
What changed since the prior 10-K
New
- NewRisks Relating to our Operations and the Nature of Our Business
Our business is subject to complex and evolving data privacy and security laws, regulations, and industry standards, and our failure to comply could materially and adversely affect our business, financial condition, and results of operations
Handling sensitive customer, employee, and third-party data creates compliance costs and legal exposure under GDPR, CCPA/CPRA, and other changing privacy requirements.
- NewRisks Relating to our Operations and the Nature of Our Business
Failures in our information technology systems, including those incorporating artificial intelligence, or our inability to adapt to technological advancements, could disrupt our operations and harm our business
Cyberattacks, outages, human error, third-party system failures, and emerging AI risks could disrupt operations, expose data, and trigger penalties or liabilities.
- NewRisks Relating to our Operations and the Nature of Our Business
Our reliance on third-party data and open-source software components could expose us to intellectual property, security, and accuracy risks
Inaccurate or improperly licensed third-party data and open-source software could cause flawed decisions, intellectual-property claims, security problems, or source-code disclosure obligations.
- NewRisks Relating to our Operations and the Nature of Our Business
Geopolitical tensions, particularly between the U.S. and China, and the Chinese data regulatory regime, could materially and adversely affect our operations in China and globally
U.S.-China tensions, export and data-transfer restrictions, and China’s localization and security laws could impair operations; China generated 7% of fiscal 2025 revenue.
Dropped
- DroppedRisks Relating to our Operations and the Nature of Our Business
Climate change, or legal, regulatory or market measures to address climate change, may negatively affect our business and operations
Reworded
- 79% rewrittenRisks Relating to our Operations and the Nature of Our Business
Increasingly restrictive export regulations and other trade barriers may materially harm our business
The risk broadens from China-focused export controls to rapidly changing U.S. tariffs, reciprocal restrictions, trade-policy volatility, and potential non-U.S. retaliation.
- 46% rewrittenRisks Relating to our Operations and the Nature of Our Business
If we are unable to efficiently manufacture our existing and new products, our business may be materially adversely affected
No substantive change; the risk remains focused on manufacturing yields, costs, capacity, equipment, processes, and personnel.
- 33% rewrittenRisks Relating to our Operations and the Nature of Our Business
Our operations, or those of our important suppliers, business partners and customers, could be adversely affected by events outside of our control such as natural disasters, pandemics and man-made disasters
Adds that manufacturing facilities in seismically active California and Oregon, along with equipment and processes, could be disrupted by earthquakes.
- 28% rewrittenRisks Relating to our Operations and the Nature of Our Business
We have recorded restructuring, inventory write-offs and asset impairment charges in the past, and may do so again in the future, which could have a material negative impact on our business
No substantive change; the risk continues to cover restructuring, inventory write-offs, and long-lived asset impairment charges.
- 25% rewrittenRisks Relating to our Operations and the Nature of Our Business
Cyclicality in the semiconductor industry has in the past and may in the future adversely impact our sales
Removes the specific fiscal 2022–2024 downturn example and adds epidemics, conflicts, climate change, and trade tensions as economic-cycle drivers.
- 22% rewrittenRisks Relating to Our Acquisitions
We have made acquisitions and investments, and may make additional acquisitions or investments in the future, which could put a strain on our resources, cause ownership dilution to our stockholders, or adversely affect our financial results
Adds property and manufacturing facilities to integration risks and warns of difficulty finding adequate talent while expanding activities.
- 21% rewrittenRisks Relating to our Operations and the Nature of Our Business
Consolidation in the semiconductor industry and within the semiconductor test equipment market could adversely affect the market for our products and negatively impact our ability to compete
No substantive change; customer and test-equipment industry consolidation remains the stated threat to market access, pricing, and revenue.
- 21% rewrittenRisks Relating to our Operations and the Nature of Our Business
We derive a substantial portion of our revenues from a small number of customers
Updates concentration figures: one customer represented 22.9% of fiscal 2025 revenue, versus two customers’ combined 33.5% in fiscal 2024.
All 38 risk factors
Headings as the filing states them, in filing order.
Risks Relating to our Operations and the Nature of Our Business
- 01The markets in which we participate are competitive, and if we do not compete effectively, our operating results could be harmed
- 02Existing competitors might introduce new competitive products for the same markets that our products currently serve. These products may have better performance, lower prices, shorter delivery times or broader acceptance than our products
- 03If we do not innovate and keep pace with technological developments in the semiconductor industry, our products might not be competitive, and our revenues and operating results could suffer
- 04We depend upon the sale of our probe card products for the substantial majority of our revenues
- 05We derive a substantial portion of our revenues from a small number of customers21% rewritten
- 06If our relationships with our customers deteriorate, our product development activities could be harmed
- 07Consolidation in the semiconductor industry and within the semiconductor test equipment market could adversely affect the market for our products and negatively impact our ability to compete21% rewritten
- 08Changes in customers’ test strategies, equipment and processes could decrease customer demand for our products
- 09Cyclicality in the semiconductor industry has in the past and may in the future adversely impact our sales25% rewritten
- 10Because we generally do not have a sufficient backlog of unfilled orders to meet our quarterly revenue targets, revenues in any quarter are substantially dependent upon customer orders received and fulfilled in that quarter
- 11If our ability to forecast demand for our products or the predictability of our manufacturing yields deteriorates, we could incur high inventory losses
- 12If we are unable to efficiently manufacture our existing and new products, our business may be materially adversely affected46% rewritten
- 13If we are unable to continue to reduce the time it takes for us to design and produce products, our growth could be impeded
- 14Products that do not meet specifications or that contain defects could damage our reputation, decrease market acceptance of our technology, cause us to lose customers and revenues, and result in liability to us
- 15As part of our sales process, we could incur substantial sales and engineering expenses that do not result in revenues
- 16We obtain some of the components and materials we use in our products from a sole source or a limited group of suppliers, and the partial or complete loss of one of these suppliers, or scarcity of raw materials from one of these suppliers, could cause production delays
- 17Our operations, or those of our important suppliers, business partners and customers, could be adversely affected by events outside of our control such as natural disasters, pandemics and man-made disasters33% rewritten
- 18Adverse global, regional and national economic conditions could have a negative effect on our business, results of operations, financial condition, liquidity, and access to capital markets
- 19Sustained inflation could have a material adverse effect on our business, financial condition, results of operations and liquidity
- 20We rely on the security and integrity of our electronic data systems, managed both internally and by third parties, for our business requirements, and our business can be damaged by disruptions, security breaches or compromises of these systems
- 21Our business is subject to complex and evolving data privacy and security laws, regulations, and industry standards, and our failure to comply could materially and adversely affect our business, financial condition, and results of operationsNew
- 22Failures in our information technology systems, including those incorporating artificial intelligence, or our inability to adapt to technological advancements, could disrupt our operations and harm our businessNew
- 23Our reliance on third-party data and open-source software components could expose us to intellectual property, security, and accuracy risksNew
- 24Geopolitical tensions, particularly between the U.S. and China, and the Chinese data regulatory regime, could materially and adversely affect our operations in China and globallyNew
- 25Because we conduct most of our business internationally, we are subject to operational, economic, financial and political risks abroad
- 26Our foreign operations expose us to additional risks relating to currency fluctuations
- 27Increasingly restrictive export regulations and other trade barriers may materially harm our business79% rewritten
- 28If we fail to protect our proprietary rights, our competitors might gain access to our technology, which could adversely affect our ability to compete successfully in our markets
- 29We might be subject to claims of infringement of other parties’ proprietary rights
- 30We have recorded restructuring, inventory write-offs and asset impairment charges in the past, and may do so again in the future, which could have a material negative impact on our business28% rewritten
- 31We may not be able to recruit or retain qualified personnel
- 32Our failure to comply with environmental laws and regulations could subject us to significant fines and liabilities, and new laws and regulations or changes in regulatory interpretation or enforcement could make compliance more difficult and costly
- 33We are exposed to additional risks as a result of increased attention by our stakeholders to environmental, social and governance (“ESG”) matters
Risks Relating to Our Acquisitions
- 34We have made acquisitions and investments, and may make additional acquisitions or investments in the future, which could put a strain on our resources, cause ownership dilution to our stockholders, or adversely affect our financial results22% rewritten
- 35If goodwill or other intangible assets that we recorded, or will record, in connection with our acquisitions become impaired, we could be required to take significant charges against earnings
Risks Relating to Owning Our Stock
- 36If we fail to maintain an effective system of internal and disclosure controls and procedures, we may not be able to accurately report our financial results or prevent fraud
- 37The trading price of our common stock has been and is likely to continue to be volatile, and you might not be able to sell your shares at or above the price that you paid for them
- 38Provisions of our certificate of incorporation and bylaws or Delaware law might discourage, delay or prevent a change of control of our company or changes in our management and, therefore, depress the trading price of our common stock
Other Formfactor 10-Ks
- FY2024 10-K risk factors35 risks
FormFactor relies heavily on probe card sales to a concentrated group of foundry, logic, and memory customers. International sales, particularly in China and Germany, expose the business to geopolitical trade tensions and currency fluctuations. Semiconductor industry cyclicality and customer test strategy shifts drive significant revenue and inventory volatility.
Filed Feb 21, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.