AMPHENOL CORP /DE/ 8-K

What Happened

• On February 4, 2026, Martin H. Loeffler notified Amphenol Corporation that he intends to retire from the Company’s Board of Directors effective at the Company’s 2026 Annual Meeting of Stockholders (expected in May 2026). Mr. Loeffler has been with Amphenol for more than five decades, served as President (1987–2006), CEO (1996–2008) and Chairman of the Board since 1997. The retirement is not the result of any disagreement with the Company.
• On the same date the Board appointed R. Adam Norwitt, who currently serves as President and Chief Executive Officer, to the additional role of Chairman of the Board, effective on the 2026 Annual Meeting date. The company attached a press release announcing these changes to the Form 8-K.

Key Details

• Notice date: February 4, 2026 (Form 8-K filed Feb 5, 2026).
• Effective date: Mr. Loeffler’s retirement and Mr. Norwitt’s appointment take effect at the Company’s 2026 Annual Meeting, expected in May 2026.
• Tenure: Loeffler served at Amphenol for over 50 years; Chairman since 1997; President 1987–2006; CEO 1996–2008.
• Governance: R. Adam Norwitt will hold both CEO and Chairman roles starting at the meeting.

Why It Matters

• This is a notable governance change: a very long-tenured director is leaving and the sitting CEO will assume the Chairman role, concentrating executive and board leadership.
• For investors, the filing signals leadership continuity in daily operations (same CEO) but a shift in board oversight structure, which can affect governance dynamics and strategic decision-making.
• No disagreement with the company was reported. Investors may want to watch proxy materials, the annual meeting, and future governance disclosures for additional context.