Form 8-K

8-K — AMTECH SYSTEMS INC

Accession: 0001193125-26-195969

Filed: 2026-04-30

Period: 2026-04-24

CIK: 0000720500

SIC: 3559 (SPECIAL INDUSTRY MACHINERY, NEC)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Financial Statements and Exhibits

Documents

8-K — asys-20260424.htm (Primary)

EX-10.1 (asys-ex10_1.htm)

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8-K

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 24, 2026

Amtech Systems, Inc.

(Exact name of Registrant as Specified in Its Charter)

Arizona

000-11412

86-0411215

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

58 S. River Drive, Suite 370

Tempe, Arizona

85288

(Address of principal executive offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (480) 967-5146

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.01 per share

ASYS

Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 24, 2026, the Board of Directors of Amtech Systems, Inc. (the “Company”) approved the appointment of Mr. Thomas Sabol as the Company’s Chief Financial Officer, effective May 14, 2026, reporting to the Chief Executive Officer of the Company. In this role, Mr. Sabol will also serve as the Company’s principal accounting officer and principal financial officer, effective as of the same date. Mr. Sabol will replace Mr. Mark Weaver, who was serving as Interim Chief Financial Officer until the Company hire a permanent Chief Financial Officer.

Mr. Sabol, age 67, has more than 30 years of senior financial leadership experience, including over 20 years as a chief financial officer of public and private companies, with significant experience in electronics manufacturing, electronic payments, software, and technology‑enabled businesses.

Mr. Sabol previously served as Interim Chief Financial Officer and Head of HR with Korn Ferry Executive Interim Services practice from August 2025 to May 2026. From May 2023 to May 2026, Mr. Sabol also served as a consultant to various companies, providing CFO and other support services. From October 2021 through March 2023, Mr. Sabol served as Chief Financial Officer of Corcentric Inc and from November 2019 through December 2020, Mr. Sabol served as Chief Financial Officer at Transact Campus Inc. From November 2016 through November 2019, Mr. Sabol served as Chief Financial Officer of Rimini Street, Inc., where he led the company through its initial public offering and managed SEC reporting, internal controls, and investor relations.

Earlier in his career, Mr. Sabol served at Plexus Corp., a publicly traded global electronic manufacturing services company, initially as Chief Financial Officer from 1996 through 2002 and subsequently as Chief Operating Officer and Executive Vice President from 2002 through 2003, during a period that included international expansion and multiple acquisitions.

Mr. Sabol began his career at Coopers & Lybrand, where he served as a Senior Audit Manager, including participation in several initial public offerings and service in the firm's SEC National Office. He is a Certified Public Accountant and holds a Bachelor of Arts in Accounting from Marquette University.

In connection with Mr. Sabol’s appointment, the Company entered into an offer letter with Mr. Sabol, dated April 17, 2026 (the “Offer Letter”). Under the terms of the Offer Letter, Mr. Sabol will receive an annual base salary of $350,000, and will be eligible to participate in the Company’s annual incentive bonus program with a target bonus of 50% of base salary (60% cash, 40% restricted stock). Mr. Sabol will also receive a grant of 45,000 stock options, subject to Board approval, vesting in three equal annual installments on the one year, two year and three year anniversary dates of the grant date. In the event of a Change in Control (as defined in the Offer Letter), Mr. Sabol will be entitled to cash severance equal to twelve months of base salary and 100% acceleration of unvested equity awards. Upon termination without Cause (as defined in the Offer Letter), Mr. Sabol is entitled to three months of base salary. Mr. Sabol’s Offer Letter is an at-will arrangement. The foregoing description of the Offer Letter is qualified in its entirety by reference to the full text of the letter, a copy of which is filed as Exhibit 10.1 hereto and incorporated herein by reference.

There are no arrangements or understandings between Mr. Sabol and any other person pursuant to which Mr. Sabol was appointed Chief Financial Officer. Mr. Sabol has no family relationship with any director or other executive officer of the Company, and has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits.

Exhibit No.

Description

10.1

Offer Letter between the Company and Thomas Sabol, dated April 17, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

AMTECH SYSTEMS, INC.

Date:

April 30, 2026

By:

/s/ Robert C. Daigle

Name: Robert C. Daigle

Title: Chief Executive Officer

EX-10.1

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EX-10.1

Exhibit 10.1

April 17, 2026

Tom Sabol

1432 W. Windward CT

Desert Hills, AZ 85086

Dear Tom,

Amtech Systems, Inc. is pleased to offer you the position of Chief Financial Officer, effective on May 14, 2026, reporting to Bob Daigle, Chief Executive Officer. The following is the compensation and benefits being offered to you:

•

Your annual salary will be $350,000.

•

You will be paid on a bi-weekly basis, with each paycheck issued one week in arrears.

•

Group medical, dental and vision coverage (approximately 82% currently paid by Amtech and employee contributions are pre-tax).

•

HSA or HRA medical plan option.

•

Life insurance equals 2x annual base salary paid 100% by Amtech.

•

Short-term disability coverage paid 100% by Amtech.

•

Long-term disability coverage is paid 100% by Amtech.

•

401(k) Plan with discretionary company match.

•

Section 125 flexible spending account option.

•

Vacation of 4 weeks per year and sick leave of one week per year (earned over your first year of employment).

You will be eligible to participate in Amtech’s annual incentive bonus program at the end of our fiscal year. The EBITDA bonus pool is established when Amtech meets profit performance criteria established by the Amtech Board of Directors (the “Board’), and earned dependent upon Amtech’s level of achievement and your individual performance. Your target bonus will be 50% of base salary (60% cash, 40% restricted stock). In addition, you will receive a grant of 45,000 Stock Options (ISOs & NQs), subject to Board approval and in accordance with Amtech’s 2022 Equity Incentive Plan, as amended, and related option documents. The stock option grant will vest in three equal increments on the 1 year, 2 year and 3-year anniversary dates of the grant date. Additional stock compensation is typically awarded on an annual basis in the first half of the new fiscal year.

In this position, your responsibilities will include, but are not limited to:

•

Lead the finance team and oversee financial IT systems.

•

Take responsibility (either directly or via staff) for all cash management, investments, insurance, budgeting, and financial reporting, and help drive the company’s financial strategy.

•

Establish effective processes for efficient and timely measurement and analysis of operating results.

•

Analyze internal operations and identify areas for financial performance improvement.

•

Work with senior managers to efficiently develop budgets and improvement plans.

•

Monitor business performance and establish corrective measures as needed.

•

Ensure cash flow is compatible with operations by overseeing day-to-day accounting, recording, reporting, and internal-control activities of the organization.

•

Maintain systems and processes for SOX compliance.

•

Comply with national and local financial requirements and take actions needed to comply with new legislation.

•

Perform risk management through analysis of company liabilities and investments and evaluate and manage capital structure and fundraising initiatives.

•

Prepare detailed reports needed for earnings calls, board meetings, and management teams.

•

Manage investor relations efforts.

This offer is contingent upon successful completion of all hiring process requirements, which include professional references, satisfactory documents concerning employment eligibility and successful completion of a drug screening and a background investigation.

Amtech is an at-will employer, and as such, all offers of employment are at-will. Nothing in this letter creates or implies a contract of employment. The initial terms of your employment with Amtech Systems, Inc. are solely those expressed in writing in the letter. No previous promises, representations, or understandings related to your offer of employment shall apply. Employer contributions for employee benefits are discretionary and subject to change.

In the event of a Change in Control (“CIC”) of the Company (as defined in the Amtech Systems, Inc. 2022 Equity Incentive Plan, as amended), you will be entitled to the following benefits, subject to your execution of (and continued compliance with) Amtech Systems Proprietary Information and Innovations Non-Compete Agreement, as well as reasonable support transition to the new CFO:

Cash Severance: A lumpsum cash payment equal to twelve (12) months of your then current base salary, payable within 60 days following the CIC.

Equity Acceleration: Immediate acceleration of 100% of all unvested equity awards outstanding as of the CIC date.

Termination Without Cause: In the event that your employment is terminated without Cause (as defined in this Agreement), and subject to your execution and non-revocation of a separation and release agreement in a form acceptable to the Company, you will be entitled to the following benefits:

Cash Severance: A lump sum cash payment equal to 3 (three) months of your current base salary.

For purposes of this Agreement, the term “Cause” shall mean any one or more of the following: (A) your material breach of this Agreement (continuing for thirty (30) days after receipt of written notice of need to cure, if, in the Company’s determination, such breach is curable); (B) the intentional nonperformance of lawful instructions of the Board (continuing for thirty (30) days after receipt of written notice of need to cure, if, in the Company’s determination, such breach is curable) of any of your material duties and responsibilities; (C) your willful dishonesty, fraud, or misconduct with respect to the business or affairs of the Company; (D) your conviction of, or guilty or nolo contendre plea to a felony crime involving dishonesty or moral turpitude whether or not relating to the Company (not including traffic offenses unless such traffic offense resulted in death); (E) a confirmed positive drug test result for an illegal

drug while performing services for the Company; or (F) a material sanction is imposed on you by any applicable professional organization or professional governing body.

Amtech is a company with excellent opportunities for accelerated growth and performance improvement. We extend this offer because we sincerely want you to be a part of our team and are convinced you have much to contribute to our efforts to revitalize the company and create meaningful value.

This offer is valid until April 23, 2026. Please complete and return a signed copy of this offer letter to me, Angi Larson. By signing below, you verify that there are no restrictions, contractual or otherwise, that might prohibit your employment with Amtech Systems.

We look forward to working with you.

Sincerely,

Angi Larson

Chief Human Resources Officer

I, Tom Sabol, accept this offer and the terms of employment as outlined in this offer letter with an intended start date of Thursday, May 14, 2026.

04/23/2026

Date

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