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    Vishay Intertechnology Inc. filed SEC Form 8-K: Regulation FD Disclosure

    3/13/25 4:02:11 PM ET
    $VSH
    Electrical Products
    Technology
    Get the next $VSH alert in real time by email
    false000010373000001037302025-03-132025-03-13
    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)  March 13, 2025
       

    Vishay Intertechnology, Inc.
     
    (Exact name of registrant as specified in its charter)


    Delaware
    1-7416
    38-1686453
    (State or Other Jurisdiction of Incorporation)
    (Commission File Number)
    (I.R.S. Employer Identification Number)

       
    63 Lancaster Avenue
    Malvern, PA
    19355-2143
    (Address of Principal Executive Offices)
    Zip Code
     
    Registrant's telephone number, including area code    610-644-1300

     
    (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))

    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. ☐

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

     
    Title of each class
     
    Trading symbol
     
    Name of exchange on which registered
    Common stock, par value $0.10 per share
    VSH
     
    New York Stock Exchange

    Item 7.01 – Regulation FD Disclosure

    Conversion Ratio Adjustments for Dividends
     
    The quarterly cash dividend program of Vishay Intertechnology, Inc. ("the Company" or "Vishay") results in adjustments to the conversion rate and effective conversion price for each issuance of the Company's convertible senior notes, specifically, the 2.25% Convertible Senior Notes due 2025 (the "2025 Notes"). As required by the indentures governing the terms of each issuance of convertible senior notes, the Company has delivered a notice and officers' certificate to the trustees regarding these adjustments. 

    Pursuant to the indentures governing the terms of each issuance of convertible senior notes, effective March 13, 2025 (the ex-dividend date), the adjusted conversion rate and adjusted effective conversion price are as follows (subject to the conditions applicable to conversion set forth in the indentures):

     
    Convertible Senior Notes
    Due 2025
     
     
     
     
    Conversion Rate (shares of common stock per $1,000 principal amount)
     
     
    32.2497
     
    Effective conversion price (per share)
     
    $
    31.01
     

    The conversion rate and effective conversion price of Vishay's 2.25% Convertible Senior Notes due 2030 were not impacted by the quarterly cash dividend.




     
    Signature
     
    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.

    Date: March 13, 2025

     
    VISHAY INTERTECHNOLOGY, INC.

     
    By:
    /s/ David L. Tomlinson
     

     
    Name:
    David L. Tomlinson
     
    Title:
    Senior Vice President – Chief Accounting Officer
     
     


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