8-K

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)

January 24, 2023

 

AEHR TEST SYSTEMS

(Exact name of registrant as specified in its charter)

California	000-22893	94-2424084
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

400 KATO TERRACE

FREMONT, CA 94539

(Address of principal executive offices, including zip code)

510-623-9400

(Registrant’s telephone number, including area code)

N/A

(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 (see General Instruction A.2. below):

☐	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(s)	Name of each exchange on which registered
Common Stock	AEHR	The NASDAQ Capital Market

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On January 24, 2023, Mario Rosati retired as a director of Aehr Test Systems (the “Company”). Mr. Rosati’s action was voluntary and did not result from any disagreement with the Company or the Company’s Board of Directors (the “Board”).

(d) On January 25, 2023 the Board appointed existing director Rhea Posedel to the Corporate Governance and Nominating Committee, replacing Mr. Rosati in this position.

A copy of the press release announcing Mr. Rosati’s retirement and change to the Board committee is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit Number	Description
99.1	Press Release dated January 27, 2023.

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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.

	Aehr Test Systems (Registrant)
Date: January 27, 2023	By:	/s/ Kenneth B. Spink
		Kenneth B. Spink
		Vice President of Finance and
		Chief Financial Officer

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EX-99.1

EXHIBIT 99.1

Contacts:
Aehr Test Systems	MKR Investor Relations Inc.
Ken Spink	Todd Kehrli or Jim Byers
Chief Financial Officer	Analyst/Investor Contact
(510) 623-9400 x309	(323) 468-2300
	aehr@mkr-group.com

Aehr Test Systems Announces Retirement of Board Member

Fremont, CA (January 27, 2023) – Aehr Test Systems (NASDAQ: AEHR), a worldwide supplier of semiconductor production test and reliability qualification equipment, today announced that long-time board member, Mario M. Rosati, has retired from the Company’s Board, effective January 24, 2023.

Rhea Posedel, Founder and Chairman of Aehr Test Systems, says, “As a young attorney (now at Wilson Sonsini Goodrich and Rosati), Mario incorporated the Company in 1977 and became our first outside director. His broad business knowledge and invaluable advice was extremely helpful to me during our startup phase, whether it was raising venture capital funding or adding industry leaders to the board. I greatly appreciate Mario’s continued contributions and support over his 45 years as a board member.”

Gayn Erickson, President and CEO of Aehr Test Systems, commented, “Mario was a director of Aehr Test Systems since its founding in 1977 and instrumental in helping to take the company public in 1997. On behalf of the Board and the management team, we are very thankful for his leadership and longstanding commitment and contributions over the years that have been a key piece of the Company’s success. It has been a privilege to serve with him on the Board, and we wish him the very best in retirement.”

With the retirement of Mr. Rosati, Aehr Test now has six board members.

About Aehr Test Systems

Headquartered in Fremont, California, Aehr Test Systems is a worldwide provider of test systems for burning-in semiconductor devices in wafer level, singulated die, and package part form, and has installed over 2,500 systems worldwide. Increased quality and reliability needs of the Automotive and Mobility integrated circuit markets are driving additional test requirements, incremental capacity needs, and new opportunities for Aehr Test products in package, wafer level, and singulated die/module level test. Aehr Test has developed and introduced several innovative products, including the ABTS^TM and FOX-P^TM families of test and burn-in systems and FOX WaferPak^TM Aligner, FOX WaferPak Contactor, FOX DiePak^® Carrier and FOX DiePak Loader. The ABTS system is used in production and qualification testing of packaged parts for both lower power and higher power logic devices as well as all common types of memory devices. The FOX-XP and FOX-NP systems are full wafer contact and singulated die/module test and burn-in systems used for burn-in and functional test of complex devices, such as leading-edge silicon carbide-based power semiconductors, memories, digital signal processors, microprocessors, microcontrollers, systems-on-a-chip, and integrated optical devices. The FOX-CP system is a new low-cost single-wafer compact test and reliability verification solution for logic, memory and photonic devices and the newest addition to the FOX-P product family. The WaferPak Contactor contains a unique full wafer probe card capable of testing wafers up to 300mm that enables IC manufacturers to perform test and burn-in of full wafers on Aehr Test FOX systems. The DiePak Carrier is a reusable, temporary package that enables IC manufacturers to perform cost-effective final test and burn-in of both bare die and modules. For more information, please visit Aehr Test Systems’ website at www.aehr.com.

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XML

Cover	Jan. 24, 2023
Cover [Abstract]
Entity Registrant Name	AEHR TEST SYSTEMS
Entity Central Index Key	0001040470
Document Type	8-K
Amendment Flag	false
Entity Emerging Growth Company	false
Document Period End Date	Jan. 24, 2023
Entity Incorporation State Country Code	CA
Entity Tax Identification Number	94-2424084
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Entity File Number	000-22893
Entity Address Address Line 1	400 KATO TERRACE
Entity Address City Or Town	FREMONT
Entity Address State Or Province	CA
Entity Address Postal Zip Code	94539
City Area Code	510
Local Phone Number	623-9400
Trading Symbol	AEHR
Security Exchange Name	NASDAQ
Security 12b Title	Common Stock