{"url_path":"/sec/nvec/8-k/2026-06-22/item-5-02","section_key":"item-5-02","section_title":"Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-22","source_url":"https://www.sec.gov/Archives/edgar/data/724910/0001376474-26-000456-index.html","accession_number":"0001376474-26-000456","cik":"0000724910","ticker":"NVEC","issuer_name":"NVE CORP /NEW/","edgar_url":"https://www.sec.gov/Archives/edgar/data/724910/0001376474-26-000456-index.html","primary_entity_key":"0000724910","primary_entity_name":"NVE CORP /NEW/"},"word_count":416,"has_tables":true,"body_markdown":"**Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.**\n\nOn June 22, 2026, NVE Corporation (the “Company”) announced 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 of Directors as Chairman of the Board. The Board of Directors appointed Peter G. Eames, age 50, currently serving as Vice President of Advanced Technology, as President and Chief Executive Officer effective at that time. He was also nominated to the Company’s Board of Directors.\n\n \n\nDr. Eames has served as Vice President of Advanced Technology since 2016. Prior to that role, he served as Director of Advanced Technology, as a program manager, and as a research scientist. There are no family relationships between Dr. Eames and any director or executive officer of the Company, and there are no arrangements or understandings between Dr. Eames and any other persons pursuant to which he was appointed as an officer of the Company. There are no transactions involving Dr. Eames requiring disclosure under Item 404(a) of Regulation S-K.\n\n \n\nCurrent Chairman Terence W. Glarner, age 83, was nominated to remain on the Board.\n\n \n\nAdditionally, the Board nominated Caroyln W. Valentine to its Board of Directors. If elected by shareholders, she will join the Compensation and Nominating/Corporate Governance Committees. Ms. Valentine, age 58, is President of Grason-Stadler, a Demant Company. Demant is a publicly traded hearing healthcare and audio technology group, and GSI is a world leader in audiology equipment. There are no arrangements or understandings between Ms. Valentine and any other persons pursuant to which she was nominated. There are no transactions involving Ms. Valentine requiring disclosure under Item 404(a) of Regulation S-K.\n\n \n\nIn accordance with our standard practice, if elected or reelected, each non-employee director will be automatically granted an immediately vested nonqualified option to purchase 1,000 shares, as described in the Company’s most recent proxy statement. Dr. Baker will not receive such an option if he is reelected.\n\n \n\nDirectors are indemnified as required under Minnesota Statutes Section 302A.521.\n\n \n\nIn connection with his appointment as President and Chief Executive Officer, the Compensation Committee approved an annual base salary for Dr. Eames of $260,000 per year, and a performance-based compensation plan of 0.3% of fiscal 2027 income from operations plus 2% of the increase in income from operations in fiscal 2027 compared to fiscal 2026."}