PDF Solutions Announces Launch of Public Offering of Common Stock
SANTA CLARA, Calif., May 13, 2026 (GLOBE NEWSWIRE) -- PDF Solutions, Inc. (Nasdaq: PDFS) (the “Company”), a leading provider of comprehensive data solutions for the semiconductor and electronics ecosystem, today announced the launch of an underwritten public offering of 3,806,924 shares of the Company’s common stock, consisting of 3,306,924 shares to be sold by Advantest America, Inc. (the “Selling Stockholder”) and 500,000 shares to be sold by the Company.
The underwriters in the offering will have a 30-day option to purchase up to an additional 571,038 shares of common stock from the Company at the public offering price, less underwriting discounts and commissions. The offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering. The Company will not receive any of the proceeds from the sale of shares of the Company’s common stock by the Selling Stockholder.
Morgan Stanley is acting as sole active book-running manager for the offering. Wells Fargo Securities, Societe Generale, and Needham & Company are also acting as book-running managers for the offering.
Important Information
The securities described above are being offered pursuant to a shelf registration statement on Form S-3, including a base prospectus, which was filed with the Securities and Exchange Commission (the “SEC”) on May 13, 2026, and became effective upon filing. The offering will be made only by means of a written prospectus supplement and the accompanying prospectus that form part of the registration statement. A preliminary prospectus supplement relating to the offering and accompanying prospectus will be filed with the SEC and will be available on the SEC’s website located at http://www.sec.gov.
When available, copies of the preliminary prospectus supplement and the accompanying prospectus relating to these securities may be obtained from Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014, or by email at prospectus@morganstanley.com. The final terms of the offering will be disclosed in a final prospectus supplement to be filed with the SEC.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

