NVE CORP /NEW/ 8-K

What Happened

• On June 22, 2026 NVE Corporation (NVEC) filed an 8-K announcing that Daniel A. Baker, Ph.D., age 68, will retire as President and Chief Executive Officer effective at the company’s Annual Shareholders’ meeting on August 6, 2026. Pending shareholder approval, Dr. Baker will remain on the Board as Chairman.
• The Board appointed Peter G. Eames, age 50 and currently Vice President of Advanced Technology (since 2016), as President and Chief Executive Officer effective August 6, 2026 and nominated him to the Board. The company also issued a press release on June 22, 2026 reporting these leadership changes.

Key Details

• Filing date: June 22, 2026; effective leadership change at Annual Meeting on August 6, 2026.
• CEO compensation package for Peter G. Eames: $260,000 annual base salary plus a performance plan of 0.3% of fiscal 2027 income from operations and 2% of the increase in income from operations in fiscal 2027 vs. fiscal 2026.
• Board nominations: Terence W. Glarner (current Chairman, age 83) nominated to remain on the Board; Carolyn W. Valentine (age 58), President of Grason-Stadler (a Demant company), nominated to join the Board and to serve on the Compensation and Nominating/Corporate Governance Committees if elected.
• Governance notes: Standard non-employee director grant of an immediately vested nonqualified option to purchase 1,000 shares if elected (Dr. Baker would not receive this if reelected). No related-party transactions or Item 404 disclosures reported for the new nominees.

Why It Matters

• This is a planned CEO succession that provides leadership continuity: the new CEO is an internal promotee with a long technical tenure at NVE. The compensation package ties pay to operating income performance, linking executive pay to company profitability. Shareholders will vote on the director nominations at the Annual Meeting on August 6, 2026, which could affect board composition and committee membership. The filing does not disclose any related-party transactions tied to the appointments.