PDF Solutions Inc 2025年度报告

Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d) of the Act.Yes☐No☑ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the Securities Exchange Act of 1934 during the preceding12months (or for such shorter period that the Registrant was required to file such reports), and (2)has been subject to such filing requirements for the past90days.Yes☑No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).Yes☑No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growthcompany. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. ☐Accelerated filer☐Smaller reporting company☐Emerging growth companyIf 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.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financialreporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☑ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect thecorrection of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of theregistrant’s executive officers during the relevant recovery period pursuant to §240.10D-1 (b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Act).Yes☐No☑ The aggregate market value of the voting stock held by non-affiliates of the Registrant was approximately $641 million as of the last business day of the Registrant’s mostrecently completed second fiscal quarter, based upon the closing sale price on the Nasdaq Global Market reported for such date. Shares of Common Stock held by each officerand director and by each person who owns 10% or more of the outstanding Common Stock have been excluded in that such persons may be deemed to be affiliates. Thisdetermination of affiliate status is not necessarily a conclusive determination for other purposes. There were 39,890,709shares of the Registrant’s Common Stock outstanding as ofFebruary 20, 2026. DOCUMENTS INCORPORATED BY REFERENCE PartIII incorporates certain information by reference from the definitive Proxy Statementto be filed within 120 days from December 31, 2025. Table of Contents TABLE OF CONTENTS PARTI Item1.BusinessItem1A.Risk FactorsItem1B.Unresolved Staff CommentsItem1C.CybersecurityItem2.PropertiesItem3.Legal ProceedingsItem4.Mine Safety Disclosures PARTIIItem5.Market For Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity SecuritiesItem6.ReservedItem7.Management’s Discussion and Analysis of Financial Condition and Results of OperationsItem7A.Quantitative and Qualitative Disclosures About Market RiskItem8.Financial Statements and Supplementary DataItem9.Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem9A.Controls and ProceduresItem9B.Other InformationItem9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections PARTIIIDirectors, Executive Officersand Corporate Governance Item10.Item11.Executive CompensationItem12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder MattersItem13.Certain Relationships and Related Transactions, and Director IndependenceItem14.Principal Accountant Fees and Services PARTIV Item15.Exhibits and Financial Statement SchedulesItem16.Form10‑K SummarySignatures SPECIAL NOTEREGARDING FORWARD LOOKING STATEMENTS This Annual Report on Form10‑K, particularly in Item1“Business”and Item7“Management’s Discussion and Analysis of FinancialCondition and Results of Operations,”includes forward-looking statements within the meaning of Section27A of the Securities Act of 1933, asamended (the“Securities Act”) and Section21E of the Securities Exchange Act of 1934, as amended (the“Exchange Act”). These statementsinclude, but are not limited to, statements related to: the Company’s business