Form 8-K - Current report

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):			December 4, 2024

Vishay Precision Group, Inc.

(Exact Name of Registrant as Specified in Charter)


Delaware	1-34679	27-0986328
(State or Other Jurisdiction of	(Commission File Number)	(I.R.S. Employer Identification
Incorporation or Organization)		Number)


3 Great Valley Parkway, Suite 150
Malvern, PA			19355
(Address of Principal Executive Offices)			(Zip Code)

(484) 321-5300

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K 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

☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act

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

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

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, $0.10 par value	VPG	New York Stock Exchange


			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 December 4, 2024, the Board of Directors (the “Board”) of Vishay Precision Group Inc. (the “Company”), acting on the recommendation of its Nominating and Corporate Governance Committee, expanded the size of the Board from eight members to nine members, effective immediately, and appointed Nava Swersky Sofer to the Company’s Board, effective immediately thereafter. Ms. Sofer’s initial term will expire at the Company’s annual meeting of stockholders to be held in 2025. The Board has concluded that Ms. Sofer will qualify as an independent director pursuant to the New York Stock Exchange corporate governance standards.

Ms. Sofer will be compensated on the same terms as the Company’s other non-employee directors. Compensation arrangements for directors are described under the heading “Director Compensation” in the Company’s most recently filed Definitive Proxy Statement. There are no arrangements or understandings between Ms. Sofer and any other person pursuant to which Ms. Sofer was appointed as a director. There are no transactions involving Ms. Sofer that are reportable under Item 404(a) of Regulation S-K.

Item 7.01 Regulation FD Disclosure

On December 5, 2024, the Company issued a press release announcing the appointment of Mr. Sofer to the Board. A copy of such press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits



Exhibit No.			Description
99.1			Press release, dated December 5 , 2024
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 hereunto duly authorized.


	Vishay Precision Group, Inc.
Date: December 5, 2024	By:	/s/ William M. Clancy
		Name: William M. Clancy
		Title: Executive Vice President and Chief
		Financial Officer

1 VPG Appoints Nava Swersky Sofer as New Independent Director MALVERN, Pa. (December 5, 2024) - Vishay Precision Group, Inc. (NYSE: VPG), a leading producer of precision measurement and sensing technologies, today announced the appointment of Nava Swersky Sofer as an independent member to its Board of Directors, effective immediately. Saul Reibstein, Chairman of the Board of Vishay Precision Group, said, “We are pleased to have Nava join our board. As an entrepreneur and expert board director in the fields of technology and innovation across a broad range of industries, she brings valuable experience, perspective and expertise to VPG.” Ms. Sofer is a globally recognized strategic consultant, venture capitalist and thought leader specializing in innovation and technology commercialization. Since 2009, Ms. Sofer has lectured on innovation and entrepreneurship at major universities around the world and has served as a consultant to numerous governmental organizations and financial institutions. From 2005 to 2009, she served as president and CEO of the Yissum Hebrew University of Jerusalem Technology Transfer, the entity which owns and manages all of Hebrew University’s intellectual property. From 1995 to 2005, she was a partner at venture capital firms in California and Israel including Concord Ventures, Columbine Ventures, and Sanderling Ventures. Ms. Sofer’s corporate experience includes serving as vice president and member of the senior management forum at Novartis (then CIBA) from 1991 to 1996. Ms. Sofer earned a law degree from Tel Aviv University in 1986 and an MBA from the International Institute for Management Development (IMD) in Lausanne, Switzerland in 1990. She has served on numerous public and private boards, including Brenmiller Energy, BioCancell Therapuetics, the Israel Innovation Authority and Praxis Spinal Cord Institute. About VPG: Vishay Precision Group, Inc. (VPG) is a leader in precision measurement and sensing technologies. Our sensors, weighing solutions and measurement systems optimize and enhance our customers’ product performance across a broad array of markets to make our world safer, smarter, and more productive. To learn more, visit VPG at vpgsensors.com and follow us on LinkedIn. Contact: Steve Cantor Vishay Precision Group, Inc. 781-222-3516 steve.cantor@vpgsensors.com

Cover	Dec. 04, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Dec. 04, 2024
Entity Registrant Name	Vishay Precision Group, Inc.
Entity Incorporation, State or Country Code	DE
Entity File Number	1-34679
Entity Tax Identification Number	27-0986328
Entity Address, Address Line One	3 Great Valley Parkway, Suite 150
Entity Address, City or Town	Malvern
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	19355
City Area Code	(484)
Local Phone Number	321-5300
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, $0.10 par value
Trading Symbol	VPG
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0001487952
Amendment Flag	false