---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-25-283980"
form_type: "8-K"
ticker: "ONTO"
cik: "0000704532"
company_name: "ONTO INNOVATION INC."
filed_at: "2025-11-17T23:59:59+00:00"
generated_at: "2026-05-16T19:32:15.090050+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: "high"
source: SEC EDGAR
---

# Onto Innovation completes $495M acquisition of Semilab USA product lines

## Summary
- Acquired Semilab USA for $432.3M cash and 641,771 shares of Onto common stock.
- Acquisition adds FAaST, CnCV and MBIR product lines for materials characterization.
- Updates Q4 2025 revenue guidance to $258M–$275M, including $8M–$10M from Semilab.
- Expects acquisition to add $0.02–$0.04 to diluted EPS in Q4 and $120M revenue in 2026.

## SEC filing metadata
- accession: 0001193125-25-283980
- form_type: 8-K
- ticker: ONTO
- cik: 0000704532
- company_name: ONTO INNOVATION INC.
- filed_at: 2025-11-17T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.9
- calibrated_materiality_score: 0.9
- confidence: high
- sec_items: 2.01, 3.02, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/704532/000119312525283980/0001193125-25-283980-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/704532/000119312525283980/onto-20251117.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-25-283980
- JSON: https://secwatch.observer/filing/0001193125-25-283980.json
- Plain text: https://secwatch.observer/filing/0001193125-25-283980.txt

## Key facts
- Equity Issuances
  ONTO INNOVATION INC. issued 641,771 shares of Common Stock of common stock to the Seller.
  - Security: common stock
  - Shares: 641,771 shares of Common Stock
  - Purchaser: the Seller
  source text: the Company issued 641,771 shares of Common Stock to the Seller pursuant to the Purchase Agreement.
  evidence_url: https://www.sec.gov/Archives/edgar/data/704532/000119312525283980/0001193125-25-283980-index.htm
- M&A Transactions
  ONTO INNOVATION INC. completed an acquisition involving Semilab International Zrt. for $432,310,000 in cash and 641,771 shares of common stock (closed 2025-11-17).
  - Action: acquisition
  - Counterparty: Semilab International Zrt.
  - Consideration: $432,310,000 in cash and 641,771 shares of common stock
  - Closing: 2025-11-17
  source text: On November 17, 2025, Onto Innovation Inc. (the “Company”) completed the previously announced acquisition of Semilab USA LLC (“Semilab USA”), pursuant to the Equity Purchase Agreement (the “Purchase Agreement”), dated as of June 27, 2025, by and among the Company, Semilab International Zrt. (the “Seller”), Semilab Zrt. and Semilab USA, as amended by the Amendment to Equity Purchase Agreement, dated October 9, 2025. As previously disclosed, pursuant the Purchase Agreement, the Company acquired all of the outstanding membership interests of Semilab USA from the Seller for $432,310,000 in cash (subject to certain customary purchase price adjustments) and 641,771 shares of the Company’s common stock, par value $0.001 per share (the foregoing transactions, the “Semilab USA Acquisition”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/704532/000119312525283980/0001193125-25-283980-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.