8-K

Date: November 7, 2022

Enovix Corporation

/s/ Steffen Pietzke

Steffen Pietzke

Chief Financial Officer

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): November 4, 2022

Enovix Corporation

(Exact name of registrant as specified in its charter)

Delaware

001-39753

85-3174357

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer
Identification No.)


3501 W. Warren Avenue Fremont, California		94538
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (510) 695-2350

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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, $0.0001 par value per share

ENVX

The 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 November 4, 2022, the Board of Directors (the “Board”) of Enovix Corporation (the “Company” or “Enovix”) appointed Thurman J. “T.J.” Rodgers to serve as Executive Chairman of the Board, effective immediately. Mr. Rodgers has served as non-executive Chairman of Enovix’s Board since September 2020.

As of the date of this Current Report on Form 8-K, no new compensatory arrangements have been entered into with Mr. Rodgers in connection with his appointment as Executive Chairman. Biographical and other information about Mr. Rodgers is included in the Company’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 29, 2022 (the “Proxy Statement”).

There are no arrangements or understandings between Mr. Rodgers and any other person pursuant to which he was appointed to serve as Executive Chairman of the Company. There are no family relationships between Mr. Rodgers and any director or executive officer of the Company. Certain transactions since the beginning of the Company’s last fiscal year in which the Company is a participant and in which Mr. Rodgers has an interest that are required to be reported under Item 404(a) of Regulation S-K are described in the section titled “Certain Relationships and Related Party Transactions” in the Proxy Statement.

On November 7, 2022, the Company issued a press release announcing the leadership changes discussed above.

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 hereunto duly authorized.

Enovix Corporation filed SEC Form 8-K: Leadership Update