DEF 14A of Sanmina Corp, Jan 23, 2026

DEF 14A of Sanmina Corp

Filed Jan 23, 2026 · FY20250001308179-26-000017

Open on EDGAR

  1. Director Nominees

    Director Nominees

  2. Director Nominees

    | | | Age | Independent | Director Since | Tenure (years) | Board Committees | | | | Name and Principal Position | | | | | | AC | CC | NGC | | | Jure Sola Chairman and Chief Executive Officer Sanmina Corporation | 75 | No | 1989 | 37 | | | | | | Susan K. Barnes Former Chief Financial Officer, Pacific Biosciences of California, Inc. | 72 | Yes | 2023 | 3 | | | | | | David V. Hedley III Chief Financial Officer, Bramshill Investments, LLC | 56 | Yes | 2022 | 3 | | | | | | Susan A. Johnson Senior Executive Vice President Transformation and Supply Chain at AT&T, Inc. | 60 | Yes | 2021 | 4 | | | | | | Joseph G. Licata, Jr. Managing Partner - Private Equity, BlueArc Capital | 65 | Yes | 2007 | 19 | | | | | | Michael J. Loparco Co-founder and CEO of OrcaWorcs.ai | 54 | Yes | 2025 | <1 | | | | | | Krish Prabhu (Lead Independent Director) Consultant | 71 | Yes | 2019 | 7 | | | | | | Mythili Sankaran Chief Executive Officer, Neythri.org, and Founding Managing Partner, Neythri Futures Fund | 60 | Yes | 2023 | 3 | | | |

  3. Director Nominees

    | AC - Audit Committee | NGC - Nominating and Governance Committee | CC - Compensation Committee | | Chair | | Member |

  4. Director Nominees

    | 2026 Proxy Statement | 9 |

  5. Compensation Practices

    | What We Don’t Do | | No guaranteed bonus payments for CEO. No repricing of options. No tax gross ups. No excessive change in control severance protections (the highest change in control severance multiple is two times salary plus one times target bonus). No single trigger change in control plans. No hedging or pledging of the Company’s Stock by our executive officers and directors is allowed. No Extraordinary perquisites. |

  6. ELECTION OF DIRECTORS

    ELECTION OF DIRECTORS The Nominating and Governance Committee has recommended, and our Board has nominated, the following nominees for election as members of our Board at the Annual Meeting: Jure Sola, Susan K. Barnes, David V. Hedley III, Susan A. Johnson, Joseph G. Licata, Jr., Michael J. Loparco, Krish Prabhu and Mythili Sankaran, each of whom is currently serving on our Board. Unless otherwise instructed, the proxy holders will vote the proxies received by them for these nominees. If any such nominee is unable or declines to serve as a director at the time of the Annual Meeting, the proxies will be voted for any nominee who shall be designated by the Nominating and Governance Committee to fill the vacancy. If stockholders nominate additional persons for election as directors, the proxy holders will vote all proxies received by them to ensure the election of as many of the nominees listed below as possible, with the proxy holders making any required selection of specific nominees to be voted for. The term of office of each person elected as a director will continue until that person’s successor has been elected by the holders of the outstanding shares of common stock and qualified, or until his or her earlier death, resignation or removal in the manner provided in our bylaws.

  7. ELECTION OF DIRECTORS

    | | THE BOARD UNANIMOUSLY RECOMMENDS A VOTE FOR THE ELECTION OF EACH OF THE FOLLOWING DIRECTOR NOMINEES. |

  8. Director Nominees

    Director Nominees

  9. Director Nominees

    | JURE SOLA | | | | | | | Biographical Information •Has served as Sanmina’s Chief Executive Officer since August 2020 and from April 1991 to October 2017, Chairman of Sanmina’s Board since August 2020 and from April 1991 to December 2001 and from December 2002 to October 2017, Sanmina’s Executive Chairman from October 2017 to August 2020, and Co-Chairman of Sanmina’s Board from December 2001 to December 2002. •Led management buyout of Sanmina Corporation and was elected as a director, and in October 1989 was appointed as President of Sanmina Corporation. •Became Vice President and General Manager of Sanmina Corporation, responsible for manufacturing operations and sales and marketing. •Co-founded Sanmina Corporation and initially held the position of Vice President of Sales in 1980. Board Nominating Factor Mr. Sola’s role as the co-founder of Sanmina as well as his more than 40 years of experience in the electronics manufacturing industry and deep knowledge of the Company and its operations. | | Age: 75 Director Since: 1989 Chairman and Chief Executive Officer of Sanmina Corporation | |

  10. Director Nominees

    | 16 | SANMINA |

  11. Director Nominees

    | SUSAN K. BARNES | | | | | | | Biographical Information •Has served as a director of Sanmina since June 2023. •Served as Executive Vice President and Chief Financial Officer of Pacific Biosciences, Inc., a life sciences technology company, from 2010 to 2020. •Served as Senior Vice President, Finance and CFO at Intuitive Surgical from 1997 to 2005. •Was Managing Director of the private equity group at Jefferies & Company from 1994 to 1996. •Was CFO and Managing Director of Richard C. Blum & Associates from 1991 to 1994. •Co-founded NeXT Computer with Steve Jobs and four others in 1985; she was Vice President and CFO until 1991. •Was the Controller of Apple’s Macintosh division from 1981 to 1985. Board Nominating Factor Ms. Barnes’ deep operational and finance experience in leading technology companies. Current Board Committees Audit (Chair), Nominating and Governance | | Age: 72 Director Since: 2023 Former Chief Financial Officer, Pacific Biosciences, Inc. | |

  12. Director Nominees

    | DAVID V. HEDLEY III | | | | | | | Biographical Information •Has served as a director of Sanmina since December 2022. •Has served as Chief Financial Officer of Bramshill Investments, LLC, a U.S. fixed income asset manager, since March 2025. He previously served as Chief Strategy Officer of Bramshill Investments, LLC from December 2021 to March 2025. •Served as Principal and Senior Managing Director – Head of U.S. Technology Investment Banking for Ernst & Young Capital Advisors, LLC from 2014 to 2020. •Held senior technology investment banking roles at Canaccord Genuity, UBS Investment Bank, Thomas Weisel Partners and Merrill Lynch & Co. between 2000 and 2014. Board Nominating Factor Mr. Hedley’s extensive corporate finance and M&A experience as an investment banker and deep knowledge of the EMS industry. Current Board Committees Audit, Compensation | | Age: 56 Director Since: 2022 Chief Financial Officer of Bramshill Investments, LLC | |

  13. Director Nominees

    | 2026 Proxy Statement | 17 |

  14. Director Nominees

    | SUSAN A. JOHNSON | | | | | | | Biographical Information •Has served as a director of Sanmina since December 2021. •Currently serves as Chief Transformation and Supply Chain officer at AT&T, Inc., a leading provider of telecommunications and technology services since September 2025. Previously served as Executive Vice President and General Manager, Wireline Transformation and Supply Chain from 2022 to 2025 and as Executive Vice President of Global Connections and Supply Chain for AT&T from 2014 until 2022. •Held other senior leadership positions with AT&T between 2000 and 2014, including Senior Vice President, Investor Relations, Senior Vice President, Customer Information Services, Senior Vice President, Business Development and Senior Vice President, Corporate Strategy and Planning. •Worked in investment banking at Smith Barney. Board Nominating Factor Ms. Johnson’s wealth of experience in corporate strategy, business development, supply chain management and sustainability. Current Board Committees Audit, Compensation | | Age: 60 Director Since: 2021 Senior Executive Vice President Transformation and Supply Chain at AT&T, Inc. | |

  15. Director Nominees

    | JOSEPH G. LICATA, JR. | | | | | | | Biographical Information •Has served as a director of Sanmina since August 2007. •Has served as the Managing Partner - Private Equity, of BlueArc Capital since April 2014. •Current Chairman of the Board of Brunswick Bowling Products. •Past Chairman of the Board of Choice Adhesives Corp. •Past Chief Executive Officer of Synergy Leadership, LLC, a firm specializing in Board and CEO advisory services in the areas of corporate and growth strategy, operational full potential and enterprise value creation, a company which he also founded, from January 2011 until April 2014. •Served as Chief Executive Officer of Peopleclick Authoria, Inc., a vendor of human resources process management software and services, from April 2010 through November 2010. •Served as President and Chief Executive Officer of SER Solutions, Inc., a global call management and speech analytics solutions company, from July 2007 through October 2008 when the company was acquired. •Served as President and Chief Executive Officer of Siemens Enterprise Networks, LLC, a leader of enterprise communications solutions, from 2001 to 2006. Board Nominating Factor Mr. Licata’s more than 20 years of experience as chief executive officer and chairman of companies in diverse industries providing him excellent visibility into operational and financial issues as well as creating shareholder value. Current Board Committees Audit, Compensation (Chair) | | Age: 65 Director Since: 2007 Managing Partner - Private Equity, BlueArc Capital | |

  16. Director Nominees

    | 18 | SANMINA |

  17. Director Nominees

    | MICHAEL J. LOPARCO | | | | | | | Biographical Information •Has served as a director of Sanmina since March 2025. •Has served as Co-founder and CEO of OrcaWorcs.ai, a developer of AI-native platforms enabling complex workflows, since October 2025. •Has served as a director of iRobot Corporation, a consumer robotics company, since August 2024. •Has served as a director of Illumus, a private company, since January 2024 and E2IP Technologies, a private company, since March 2023. •Has served as a strategic advisor to Awz Ventures since November 2023. •Served as Chief Executive Officer of Symbotic Inc., an AI and software-driven warehouse robotics and automation company, in 2022 and as Special Advisor to its Board of Directors from 2022 to 2023. •Held various senior leadership positions with Jabil Inc., a manufacturing services company, from 1999 to 2022, including Chief Executive Officer of the Electronics Manufacturing Services segment and Executive Vice President Executive Head of Enterprise IT & Supply Chain Strategy from 2020 to 2022. Prior to that, he served as Chief Executive Officer of the Engineered Solutions division from 2014 to 2019. Board Nominating Factor Mr. Loparco’s more than 25 years of industry experience and senior leadership roles at global public corporations and extensive leadership experience and proven track record in global manufacturing, supply chain management, mergers and acquisitions and enterprise IT. Current Board Committees None | | Age: 54 Director Since: 2025 Co-founder and CEO of OrcaWorcs.ai | |

  18. Director Nominees

    | KRISH PRABHU | | | | | | | Biographical Information •Has served as a director of Sanmina since September 2019 and as Lead Independent Director since March 2025. •Has been an independent technology consultant since retiring from AT&T, a telecommunications service provider, in September 2016, where he had served as Chief Technology Officer and President of AT&T Labs since June 2011. •Held senior management positions at Tellabs, Inc., a telecommunications equipment provider, as President and Chief Executive Officer, from 2004 to 2008, and at Alcatel, also a telecommunications equipment provider, between 1991 and 2001. •Was a venture partner at Morganthaler Ventures between 2001 and 2004. •Served as a director of Ribon Communications Inc. between 2020 and 2022 and as a director of Altera Corporation between 2007 and 2015. •Served as a director of Omniter, a private company. Board Nominating Factor Mr. Prabhu’s more than 30 years of industry experience and senior leadership roles at global public corporations. Current Board Committees Nominating and Governance (Chair) | | (Lead Independent Director) Age: 71 Director Since: 2019 Consultant | |

  19. Director Nominees

    | 2026 Proxy Statement | 19 |

  20. Director Nominees

    | MYTHILI SANKARAN | | | | | | | Biographical Information •Has served as a director of Sanmina since June 2023. •Has served as CEO and Co-founder of Neythri.org and the Founding Managing Partner of the Neythri Futures Fund since 2021. •Was the Senior Executive Director & Head, Western Region for the U.S. India Business Council (USIBC) from 2009 to 2014. •Was the CEO of Koollage, Inc. prior to USIBC. •Earlier in her career, held senior leadership positions at Palmsource, eVoice, Lucent Technologies, AT&T Bell Labs Innovations and IBM Research Labs. Board Nominating Factor Ms. Sankaran’s long experience in both the technology sector and in international trade matters. Current Board Committees Nominating and Governance | | Age: 60 Director Since: 2023 Chief Executive Officer, Neythri.org and Founding Managing Partner, Neythri Futures Fund | |

  21. Director Nominees

    | 20 | SANMINA |

  22. Equity Award Timing Policies and Practices

    Equity Award Timing Policies and Practices We do not grant equity awards in anticipation of the release of material non-public information and we do not time the release of material non-public information based on equity award grant dates or for the purpose of affecting the value of executive compensation. In addition, we do not take material non-public information into account when determining the timing and terms of such awards. Although we do not have a formal policy with respect to the timing of our equity award grants, the Compensation Committee has historically granted such awards on a predetermined annual schedule.

  23. Equity Award Timing Policies and Practices

    | 2026 Proxy Statement | 29 |

  24. COMPENSATION OF DIRECTORS

    COMPENSATION OF DIRECTORS

  25. Director Compensation Arrangements

    Director Compensation Arrangements The Nominating and Governance Committee of the Board reviews and recommends non-employee director pay levels, which are approved by the Board. The Nominating and Governance Committee believes Sanmina’s director compensation pay levels are reasonable in light of benchmarking data prepared by the Nominating and Governance Committee’s independent compensation consultant, Exequity, LLP (“Exequity”) and reviewed by the Committee.

  26. Cash Compensation

    Cash Compensation During fiscal 2025, non-employee directors received an annual cash retainer of $85,000. Each such director who was a member of the Audit, Compensation or Nominating and Governance Committees of the Board also earned an annual cash retainer of $10,000 and the chairperson of each such committee earned an additional annual cash retainer of $30,000 in the case of the Audit Committee, $25,000 in the case of the Compensation Committee and $15,000 in the case of the Nominating and Governance Committee. Finally, our Lead Independent Director earned an additional cash retainer of $40,000 for his duties as such during 2025. Directors were permitted to convert their cash retainers into RSUs vesting in one year or upon retirement with the same value as the retainer to which they were entitled.

  27. Equity Compensation

    Equity Compensation During fiscal 2025, each non-employee director received an aggregate of $190,000 in value (pro-rated for non-employee directors who joined our Board during fiscal 2025) of restricted stock units granted under our 2019 Equity Incentive Plan (the “2019 Plan”) vesting as to 25% of the shares subject thereto on each of the first four quarterly anniversaries of the grant date.

  28. Director Compensation Limits

    Director Compensation Limits The 2019 Plan provides that, in a given fiscal year, a non-employee director may not receive equity awards having a grant date fair market value greater than $900,000. Sanmina believes that having a stockholder-approved limit on equity grants to directors is consistent with best corporate governance practices. The following table presents the compensation earned by or paid to our non-employee directors during fiscal 2025.

  29. Director Compensation Limits

    | Name | Fees Earned or Paid in Cash ($) | Stock Awards ($)(1)(2)(3) | Total ($) | | Susan K. Barnes | 135,000 | 189,996 | 324,996 | | David V. Hedley III | 105,000 | 189,996 | 294,996 | | Susan A. Johnson | 105,000 | 189,996 | 294,996 | | Joseph G. Licata, Jr. | 130,000 | 189,996 | 319,996 | | Michael J. Loparco | 85,000 | 189,996 | 274,996 | | Krish Prabhu | 150,000 | 189,996 | 339,996 | | Mythili Sankaran | 95,000 | 189,996 | 284,996 |

  30. Director Compensation Limits

    (1)Represents the grant date fair value of each equity award, determined in accordance with Accounting Standards Codification Topic 718, Compensation—Stock Compensation (“ASC 718”). The assumptions used in the valuation of these awards are set forth in the notes to our consolidated financial statements, which are included in our Annual Report on Form 10-K for our fiscal year ended September 27, 2025, filed with the SEC on November 13, 2025. These amounts do not purport to reflect the value that will be realized upon sale of the underlying securities. (2)Includes the grant date fair value of restricted stock units granted in lieu of cash retainer awards, when applicable. See “Director Compensation Arrangements — Cash Compensation” above. (3)As of the end of fiscal 2025, each of the directors listed above held 1,248 unvested restricted stock units.

  31. Director Compensation Limits

    | 30 | SANMINA |

  32. Director Compensation Limits

    | PROPOSAL TWO |

  33. SHORT-TERM INCENTIVE COMPENSATION

    SHORT-TERM INCENTIVE COMPENSATION Annual incentive compensation under Sanmina’s Corporate Bonus Plan is intended to incentivize and reward the achievement of short-term goals using metrics that are clear and understandable to both management and investors, namely revenue and non-GAAP operating margin, with cash flow from operations as a modifier.

  34. SHORT-TERM INCENTIVE COMPENSATION

    | Short-Term Incentive Metrics | Modifier | Rationale for Selection | | •Revenue •Non-GAAP operating margin | •Cash flow from operations | •Incentivizes improvements in year-over-year financial performance. |

  35. SHORT-TERM INCENTIVE COMPENSATION

    | 36 | SANMINA |

  36. LONG-TERM EQUITY INCENTIVES

    LONG-TERM EQUITY INCENTIVES The objective of our long-term incentive program is to align executive reward with long-term financial improvement and stockholder value creation. By focusing on cumulative non-GAAP earnings per share over a three-year performance period, we incentivize the achievement of long-term profitable growth. Furthermore, our program serves as a vital retention tool, ensuring our leadership remains committed to Sanmina in a highly competitive landscape for executive talent.

  37. LONG-TERM EQUITY INCENTIVES

    | Long-Term Incentive Metrics | Rationale for Selection | | PSUs | | | •Non-GAAP earnings per share •Three-year cumulative metric measured at the end of the performance period •Variable payout (70% to 130%) based upon level of achievement | •Incentivizes long-term, sustainable improvements in financial performance that the Compensation Committee believes will lead to increases in stockholder value. | | RSUs | | | •Vesting over three or four years | •Promotes retention of key executives over the medium to long-term. |

  38. Sanmina’s Pay for Performance Compensation Philosophy

    | | | | | Objective | | How Pursued | | Increase long-term stockholder value and more closely align the interests of our executives and stockholders. | | The vast majority of total executive compensation is equity-based so that executives are rewarded more when stockholder value is created. All of the long-term incentive grants awarded to our CEO in fiscal 2025 and a majority of our long-term incentive grant values awarded to other named executive officers are directly tied to the achievement of multi-year financial goals. | | Create a direct link between long-term financial performance and individual rewards. | | Our executive compensation program includes performance-based awards that reward executives for achievement of financial goals that are important to the long-term health of the business. Annual bonuses tied to achievement of shorter-term critical financial goals strengthen the foundation for long-term success. | | Emphasize the competitiveness of total pay rather than any one particular element. | | We design our program so that total compensation becomes competitive only if we achieve our financial goals. In furtherance of this strategy, the majority of the compensation of our executives is at risk, becoming payable only upon achievement of specific performance targets. |

  39. ROLE AND INDEPENDENCE OF COMPENSATION CONSULTANT

    ROLE AND INDEPENDENCE OF COMPENSATION CONSULTANT The Committee retained Exequity to provide advice on matters related to executive pay. During fiscal 2025, the Committee directed Exequity to: •Periodically review our executive compensation programs to help ensure the continued alignment of our programs with our compensation philosophy and objectives, as well as with peer practices; •Provide analysis with respect to Sanmina’s share utilization under compensation programs in relation to that of key competitors; •Provide the Committee with information regarding executive compensation trends generally, as well as industry specific compensation trends; and •Assist the Committee in connection with responding to the input of shareholder advisory groups. We are required to disclose any conflict of interest issues with respect to the work of the compensation consultant, the nature of any such conflict, and how the conflict was addressed. The Committee does not believe the retention of Exequity creates a conflict of interest. The Committee’s belief is based on the following: •Exequity is not performing any additional service for us, other than review of our director compensation program for the Nominating and Governance Committee; •According to Exequity, fees paid by us are less than 3% of Exequity’s total revenue; •Exequity has disclosed to the Committee its conflicts of interest principles concerning client engagements and the Committee believes such policy provides reasonable assurance that conflicts of interest with Exequity will not arise; •There are no business or personal relationships between Exequity and any member of the Committee or executive officer; and •Exequity has represented to the Committee that no Exequity consultant providing services to us is a stockholder of Sanmina. In addition, Exequity reported solely to the Committee other than with respect to our director compensation program, for which it reported to our Nominating and Governance Committee, our management was not involved in the negotiation of fees charged by Exequity or in the determination of the scope of work performed by Exequity and the Committee has the sole authority to hire and terminate compensation consultants, including Exequity. As a result of the foregoing, the Committee believes that Exequity is independent of Sanmina. The Committee has engaged Exequity to provide a similar analysis and review of our executive compensation program for fiscal 2026.

  40. HOW WE DETERMINE AWARD TARGET COMPENSATION OPPORTUNITIES

    HOW WE DETERMINE AWARD TARGET COMPENSATION OPPORTUNITIES Each year the Committee determines the amount of base salary and target short-term and long-term target performance-based and time-based compensation for each NEO. In making this determination, the Committee considers several key factors: •The need to offer compensation packages that are comparable in total amount and in pay mix to those offered by companies competing with us for executive talent; •The individual performance of the NEO; •The executive’s experience level, responsibilities, performance, and contributions to stockholder value creation; and •With respect to equity awards, the Committee also takes into account unvested holding power and the total potential value of such awards should vesting conditions be met.

  41. REVIEW OF PEER GROUP DATA

    REVIEW OF PEER GROUP DATA In making decisions regarding the key elements of our NEOs’ compensation (i.e., salary and target short-and long-term compensation) for fiscal 2025, the Committee examined competitive market practices for base salary, incentive compensation and equity compensation awards of global, diversified electronics manufacturing services companies and high-technology product manufacturing companies. The Committee included these types of companies in the peer group because, like us, they have numerous, geographically dispersed manufacturing operations and design, manufacture, assemble and sell complex, highly-engineered products and components. Data on compensation practices of peer group companies generally was gathered through publicly available information. Based on a thorough review of these factors in fiscal 2024, all of the peer companies referenced for determining executive pay in fiscal 2025 and listed below were deemed to appropriately reflect competitive executive pay levels and practices. The companies comprising the peer group remained unchanged from the peer group used for fiscal 2024. The peer group companies selected by the Committee and considered by it in determining named executive officer compensation for fiscal 2025 are listed in the table below. The Committee also considered data from third-party surveys, which are reported on an aggregate, not individual company, basis. These surveys generally were used to supplement the peer group data in circumstances where the Committee believed that the data from the peer group was limited with respect to certain executive roles and that additional market data would be appropriate for a more complete assessment of the competitive landscape for such roles.

  42. REVIEW OF PEER GROUP DATA

    | Amphenol Corporation Benchmark Electronics, Inc. Fabrinet Keysight Technologies TTM Technologies, Inc. | Arrow Electronics Celestica Inc. Flex Ltd. Plexus Corp. Western Digital Corporation | Avnet, Inc. Curtiss-Wright Corporation Jabil Inc. Seagate Technology |

  43. HOW WE SET TARGET GOALS

    HOW WE SET TARGET GOALS •Target goals for the STI and LTI programs are set at levels consistent with our internal budgeting and forecasts. •Target goals are set at levels deemed challenging to meet, but attainable with strong performance. •For short-term incentive compensation, the Committee also considers the competitiveness of total cash compensation (that is, salary plus target short-term incentive) that would be paid to executives compared to peer companies if the plan funded at target levels.

  44. Base Salary

    Base Salary Base salary compensates named executive officers for their services rendered on a day-to-day basis. The Committee primarily considers individual performance, experience level, changes in individual roles and responsibilities during the year and peer group compensation data in determining whether to adjust base salary levels for individual named executive officers. During early fiscal 2025, the Committee reviewed and determined the base salary of each of the named executive officers, as shown in the table below, which consisted of an increase in the base salary of Alan Reid, Executive Vice President, Global Human Resources, from $380,000 to $415,000, and no adjustments the base salaries of any other NEO. The increase for Mr. Reid’s salary was based on the Committee’s review of peer group data and in light of Mr. Reid’s contributions to the Company during fiscal 2024.

  45. 2025 Short-Term Incentive Compensation

    2025 Short-Term Incentive Compensation

  46. APPROVAL OF FISCAL 2025 CORPORATE BONUS PLAN

    APPROVAL OF FISCAL 2025 CORPORATE BONUS PLAN Short-term incentives are awarded under an annual Corporate Bonus Plan. On December 9, 2024, the Committee approved the Sanmina Fiscal 2025 Corporate Bonus Plan (the “2025 Bonus Plan”). The 2025 Bonus Plan contained the fiscal 2025 annual incentive compensation targets, expressed as a percentage of salary, for the named executive officers. The 2025 Bonus Plan also contained the performance metrics on which award payouts were based, together with target measures for each metric. For 2025, the performance metrics were revenue and non-GAAP operating margin, with cash flow from operations as a modifier. Each NEO’s actual incentive compensation for fiscal 2025 under the 2025 Bonus Plan was determined by reference to his target incentive compensation opportunity, the Company’s achievement against the corporate performance targets and achievement of the participant’s individual/divisional performance goals for fiscal 2025. Individual goals differed by NEO and included, as applicable and appropriate, demonstrated organizational leadership, strategic contributions and improvement of customer relationships and engagement. The Committee retained discretion under the 2025 Bonus Plan to amend or terminate the 2025 Bonus Plan in any respect and to adjust the individual bonuses payable under the 2025 Bonus Plan upwards or downwards based on individual performance. The Committee approved the targets contained in the 2025 Bonus Plan based primarily upon forecasts for fiscal 2025 financial performance, the Committee’s view of the likelihood of underachievement or over achievement of the targets and the competitiveness of total cash compensation that would be paid to executives compared to peer companies if the plan funded at target levels. When it approved the 2025 Bonus Plan, the Committee believed that achievement of the target corporate performance factor of 100% under the 2025 Bonus Plan would be challenging based upon industry-wide conditions and our internal forecasts at the time.

  47. OVERVIEW OF FISCAL 2025 CORPORATE BONUS PLAN DESIGN

    OVERVIEW OF FISCAL 2025 CORPORATE BONUS PLAN DESIGN Step 1: The determination of the earned bonus amounts under the 2025 Bonus Plan started with the “base corporate performance factor.” The base corporate performance factor is determined in reference to two financial metrics; fiscal 2025 revenue and non-GAAP operating margin. The base corporate performance factor ranged from 0% to 130% depending on the level of fiscal 2025 revenue and non-GAAP operating margin, but the corporate performance factor is zero (and no bonus can therefore be payable) unless a certain minimum level of both revenue and non-GAAP operating margin is achieved.

  48. OVERVIEW OF FISCAL 2025 CORPORATE BONUS PLAN DESIGN

    | 2026 Proxy Statement | 43 |

  49. OVERVIEW OF FISCAL 2025 CORPORATE BONUS PLAN DESIGN

    Step 2: Once the base corporate performance factor was determined, it was then adjusted by cash flow from operations for fiscal 2025. Actual results above a certain goal for cash flow could result in an increase in the base corporate performance factor of up to 30%, and actual results below a specified threshold could result in a decrease to the base corporate performance factor of up to 15%. Step 3: Final payout for each NEO was determined by this formula:

  50. OVERVIEW OF FISCAL 2025 CORPORATE BONUS PLAN DESIGN

    | NEO target opportunity X Adjusted Corporate Performance Factor = Annual Incentive Award Payout, adjusted by the Committee, if appropriate, for individual performance and subject to caps |

  51. DETERMINATION OF BASE CORPORATE BONUS FACTOR

    DETERMINATION OF BASE CORPORATE BONUS FACTOR Below is a table showing how the corporate performance factor is determined for differing levels of revenue, non-GAAP operating margin and cash flow from operations. The components of the fiscal 2025 corporate performance factor yielded by actual performance in fiscal 2025 are highlighted. As shown below, the calculated fiscal 2025 corporate performance factor was 140%, of which 110 percentage points were attributable to the Company’s revenue and non-GAAP operating margin for fiscal 2025 and 30 percentage points were attributable to the Company’s fiscal 2025 cash flow from operations. Incentive compensation can be adjusted upwards or downwards by the Committee pursuant to the exercise of discretion afforded to the Committee under the 2025 Bonus Plan based on individual performance factors.

  52. DETERMINATION OF BASE CORPORATE BONUS FACTOR

    | | Fiscal 2025 Revenue (in billions)(1) | | | | | | Non-GAAP Operating Margin(1) | $7.400 - $7.800 | $7.801 - $8.200 | $8.201 - $9.000 | >$9.001 | | | <3.799% | 0% | 0% | 0% | | 0% | | 3.800 – 4.200% | 40% | 50% | 60% | | 70% | | 4.201% - 4.600% | 50% | 60% | 70% | | 80% | | 4.601% - 5.000% | 60% | 70% | 80% | | 90% | | 5.001% - 5.400% | 70% | 90% | 100% | | 110% | | 5.401% - 5.600% | 80% | 100% | 110% | | 120% | | 5.601% - 5.800% | 90% | 110% | 120% | | 125% | | >5.801% | 100% | 115% | 125% | | 130% |

  53. DETERMINATION OF BASE CORPORATE BONUS FACTOR

    (1)Actual FY25 revenue and non-GAAP operating margin were $8.128 billion and 5.7% respectively. ADDITIONS/SUBTRACTIONS (-15% TO 30%):

  54. DETERMINATION OF BASE CORPORATE BONUS FACTOR

    | Cash flow from operations & Other (before acquisitions)(2) | >300M+10% | >$350M+15% | >$375M+20% | $400M+30% | | | <$200M (-15%) | | | |

  55. DETERMINATION OF BASE CORPORATE BONUS FACTOR

    (2)Actual fiscal 2025 cash flow from operations was $621 million.

  56. CEO BONUS FOR FISCAL 2025

    CEO BONUS FOR FISCAL 2025 Shown below is the calculation of the bonus payment approved by the Committee for the CEO pursuant to the 2025 Bonus Plan:

  57. CEO BONUS FOR FISCAL 2025

    | Name and Position of Named Executive Officer | Base Salary (A) | Target Incentive Compensation Percentage (% of Base Salary) (B) | Target Incentive Compensation (A)x(B)x100% ($) | Maximum Incentive Compensation (A)x(B)x160% ($) | Incentive Compensation Using 140% Corporate Performance Factor (A)x(B)x 140%(1) ($) | 2025 Incentive Compensation Paid ($) | | Jure Sola Chairman and Chief Executive Officer | $1,250,000 | 187.5% | $2,343,750 | $3,750,000 | $3,281,250 | $3,281,250 |

  58. CEO BONUS FOR FISCAL 2025

    (1)The Company’s achievement against its targets contained in the 2025 Bonus Plan resulted in a corporate performance factor of 140%, applying the criteria shown above in “Determination of Base Corporate Bonus Factor.”

  59. CEO BONUS FOR FISCAL 2025

    | 44 | SANMINA |

  60. OTHER NAMED EXECUTIVE OFFICER INDIVIDUAL BONUSES FOR FISCAL 2025

    OTHER NAMED EXECUTIVE OFFICER INDIVIDUAL BONUSES FOR FISCAL 2025 Shown below are the calculations of the bonus payments approved by the Committee for the other named executive officers pursuant to the 2025 Bonus Plan:

  61. OTHER NAMED EXECUTIVE OFFICER INDIVIDUAL BONUSES FOR FISCAL 2025

    | Name and Position of Named Executive Officer | Base Salary (A) | Target Incentive Compensation Percentage (% of Base Salary) (B) | Target Incentive Compensation (A)x(B)x100% ($) | | Maximum Incentive Compensation (A)x(B)x160% ($) | Incentive Compensation Using 140% Corporate Performance Factor (A)x(B)x140% ($) | | 2025 Incentive Compensation Paid ($) | | Jonathan Faust Executive Vice President and Chief Financial Officer | $650,000 | 100% | | $650,000 | $975,000 | (1) | $910,000 | $1,300,000 | | Alan McW. Reid Executive Vice President, Global Human Resources | $415,000 | 90% | (2) | $373,500 | $415,000 | (3) | $415,000(3) | $415,000 | | Charles C. Mason Executive Vice President, Worldwide Sales | $380,000 | 90% | (2) | $342,000 | $380,000 | (3) | $380,000(3) | $380,000 |

  62. OTHER NAMED EXECUTIVE OFFICER INDIVIDUAL BONUSES FOR FISCAL 2025

    (1)Bonus compensation capped at 150% of base salary (2)Each of Messrs. Reid’s and Mason’s fiscal 2025 annual incentive target was increased to 90% from 80% in fiscal 2024. The increase was based on potential and expected contribution to the business by these individuals. (3)Bonus compensation is capped at 100% of base salary.

  63. ADJUSTMENTS TO FISCAL 2025 NEO BONUSES

    ADJUSTMENTS TO FISCAL 2025 NEO BONUSES As described above, short-term incentive compensation may be adjusted upwards or downwards by the Committee on a discretionary basis. For Fiscal 2025, the Committee determined to make a discretionary upward adjustment to Mr. Faust’s bonus as a result of his outstanding leadership in negotiating, arranging permanent financing for and driving to closing the Company’s acquisition of ZT Systems in October 2025. The Committee believed the amount of such upward adjustment to be justified by the expected benefit of the transaction to Sanmina as an entry point to at-scale data center manufacturing. The Committee further believed that Mr. Faust’s direct, day-to-day and hands-on role in driving the transaction was a key factor in the successful close. As a result of all of these factors, the Committee believes its exercise of discretion to approve a higher bonus payment to Mr. Faust than would have been payable by formula was appropriate, rewarding an outsized contribution to the Company’s future success.

  64. 2025 Long-Term Equity-Based Incentive Awards

    2025 Long-Term Equity-Based Incentive Awards Our practice in prior years as well as fiscal 2025 has been to subject a substantial portion of executive equity awards to performance-based vesting conditions tied to the achievement of certain financial objectives. In this way, our equity compensation program more closely aligns the interests of our named executive officers with those of our stockholders by creating an incentive for our named executive officers to help maximize stockholder value. The types of equity award granted to the named executive officers during fiscal 2025 was determined by the Committee by reference to competitive practices among the peer group companies and industry trends. In addition, the Committee took into account previous equity award levels to executives and the unvested holding power of such awards when making new award determinations. Our long-term incentive grant practices are designed to provide, when base and incentive cash compensation are also considered, substantially comparable target compensation opportunities for the key executive managers who are also recruited by other manufacturing and high technology companies, particularly in Silicon Valley where our headquarters are located. In addition, our equity compensation program encourages our named executive officers to remain employed with us for a substantial period of time because unvested awards are forfeited upon termination of employment, except in connection with certain qualifying terminations following a change of control, as provided in the Change-in-Control plan as outlined below. NEO equity awards are typically granted in December of each year. For 2025, our long-term equity incentive awards were comprised of: •PSUs, vesting of which requires achievement of a three-year cumulative non-GAAP EPS target; and •RSUs, vesting of which requires the executive to remain employed by Sanmina over multiple years, but which is not dependent upon a particular level of our financial performance. Mr. Sola did not receive any RSUs during fiscal 2025.

  65. 2025 Long-Term Equity-Based Incentive Awards

    | 2026 Proxy Statement | 45 |

  66. PERFORMANCE STOCK UNITS

    PERFORMANCE STOCK UNITS In fiscal 2025, performance-based PSUs accounted for all of the total equity grant value awarded to our CEO and a majority of the total equity grant value awarded to our NEOs, as shown below. The mix for the CEO was weighted entirely on performance-based awards given his companywide leadership responsibilities and direct operational role in driving growth.

  67. PERFORMANCE STOCK UNITS

    | CEO LONG-TERM INCENTIVE MIX |

  68. PERFORMANCE STOCK UNITS

    | OTHER NEOs AVERAGE LONG-TERM INCENTIVE MIX |

  69. PERFORMANCE STOCK UNITS

    Below is a table illustrating the operation of our performance-based long-term incentive awards granted in 2025.

  70. PERFORMANCE STOCK UNITS

    | 2025-2027 |

  71. PERFORMANCE STOCK UNITS

    | 3-Year Cumulative Non-GAAP Earnings Per Share Goal | | | Payout (70% to 130%) No payout if cumulative non-GAAP EPS is below minimum threshold | | | | | | | Performance Level | Payout (% of Target) | | | | Minimum | 70% | | | | Target | 100% | | | | Maximum | 130% | | |

  72. VESTING OF FISCAL YEAR 2023 PERFORMANCE STOCK UNITS

    VESTING OF FISCAL YEAR 2023 PERFORMANCE STOCK UNITS In fiscal 2023, we granted our then named executive officers performance-based long-term incentive awards that would vest based upon the extent of achievement of a 3-year cumulative non-GAAP earnings per share goal, adjusted up or down at the discretion of the Committee based on the 3-year relative total stockholder return of the Company compared to peers (“TSR”). The performance period for these awards ended upon completion of fiscal 2025. Upon the Committee’s certification of performance achievement for the 3-year performance period under these awards, the awards became payable at 108% of the target level. This resulted from achievement of 3-year cumulative non-GAAP earnings per share of $18.51 yielding a payout at 108% of target (no adjustment was made based on relative TSR). Accordingly, each of Messrs. Sola, Faust, Reid and Mason vested in a number of shares equal to 108% of the target number of shares covered by the fiscal 2023 grants.

  73. VESTING OF FISCAL YEAR 2023 PERFORMANCE STOCK UNITS

    | 46 | SANMINA |

  74. RESTRICTED STOCK UNITS

    RESTRICTED STOCK UNITS The Committee believes that the continued retention of our executive team should be supported by awards of time-based restricted stock units. Enhancing retention of valued top executives through such restricted stock unit awards is typical practice among Silicon Valley-based companies, where talent competition is intense. The Committee selects time-based vesting periods based on various factors, including the minimum amount of time for which continued service is expected, to align with performance goals or periods for such executive, if applicable, and industry practice. The time-based restricted stock units granted to the NEOs during fiscal 2025 vest between three and four years after grant. By combining both performance-based awards containing conditions that the Committee believed to be challenging at the time of grant and time-based awards not tied to a particular level of financial performance, the Committee seeks to maximize executives’ contribution to increasing stockholder value while providing retention incentive.

  75. RESTRICTED STOCK UNITS

    | Name and Position of Named Executive Officer | Vesting Requirements | | Jure Sola Chairman and Chief Executive Officer | N/A | | Jonathan Faust Executive Vice President and Chief Financial Officer | Vests one-fourth on each of the first four anniversaries of the date of grant. | | Alan McW. Reid Executive Vice President, Global Human Resources | Vests one-third on each of the first three anniversaries of the date of grant. | | Charles C. Mason Executive Vice President, Worldwide Sales | Vests one-third on each of the first three anniversaries of the date of grant. |

  76. Change-in-Control and Severance Agreements

    Change-in-Control and Severance Agreements In order to continue to attract and retain key employees and to provide incentive for their continued service in case of an acquisition of Sanmina, we have entered into change-in-control agreements to provide benefits to such employees, including the named executive officers, in the event that their employment terminates under certain circumstances in connection with a change-in-control of Sanmina. The amount of these benefits upon a qualifying termination would be: (1) payment, in a lump sum, of one, one and one-half or two times base salary and one times target incentive compensation for the year, (2) acceleration in full of all unvested restricted stock units and performance stock units held by the employee and (3) payment, in a lump sum, of premiums for continued health insurance coverage for a period of 18 months. A change-in-control generally is defined as an acquisition, in a merger or otherwise, of more than 50% of the

  77. Change-in-Control and Severance Agreements

    | 2026 Proxy Statement | 47 |

  78. Change-in-Control and Severance Agreements

    voting power of Sanmina, a sale of substantially all of the assets of Sanmina or a change in a majority of the Board other than upon recommendation of the incumbent Board. The plan does not provide for a tax gross-up for any of the benefits payable thereunder. In addition, the plan does not provide benefits unless the employee is terminated without cause, or terminates for good reason, within a specified period of time following a change-in-control, as such terms are defined in the plan. These benefits are generally below competitive market amounts. Among the factors considered by the Committee in establishing the arrangements were the multiple of base salary and incentive compensation used by peer companies to calculate severance benefits and the Committee’s assessment of the extent to which such benefits would motivate named executive officers to remain with Sanmina. Finally, under our 2019 Equity Incentive Plan, all unvested equity vests under certain circumstances following a change of control of the Company. See “Employment, Termination and Change in Control Arrangements” on page 54 and “Proposal Four: Approval of the Reservation of an Additional 1,200,000 shares of Common Stock for Issuance under the 2019 Equity Incentive Plan – Change in Control” on page 64. The Committee believes that these arrangements will help Sanmina’s key employees maintain continued focus and dedication to their assigned duties to maximize stockholder value during circumstances in which a qualifying termination in connection with a change-in-control is possible or likely to occur.

  79. Tax and Accounting Considerations

    Tax and Accounting Considerations Section 162(m) of the Internal Revenue Code of 1986 limits the deductibility of compensation paid to named executive officers to $1 million. While the Committee considers the deductibility of compensation as one factor in determining executive compensation, the Committee believes that it is in the best interests of our stockholders to structure our executive compensation program in the manner it considers to be the most effective in attracting, motivating and retaining key executives. Accounting rules require us to expense the GAAP-based grant-date fair values of our equity awards, which lowers the amount of our reported profits under U.S. GAAP. In recognition of this equity award expensing and the impact of dilution to our stockholders, we closely monitor the share amounts and the grant-date fair values of the equity awards that are granted each year and provide non-GAAP results that exclude this and certain other expenses that the Company has determined are unusual or infrequent, non-cash or not relating to our operational results. See Appendix B for reconciliation information.

  80. Summary Compensation Table

    Summary Compensation Table The following table presents the compensation for the persons who served as our Chief Executive Officer and Chief Financial Officer during the last fiscal year and our next most highly compensated executive officers for such fiscal year.

  81. Summary Compensation Table

    | Name and Principal Position | Fiscal Year | Salary ($) | | Stock Awards ($)(1) | | Non-Equity Incentive Plan Compensation ($)(2) | | All Other Compensation ($) | | Total ($) | | | Jure Sola Chairman and Chief Executive Officer | 2025 | | 1,221,154 | | 13,639,100 | | 3,281,250 | | 42,477(3) | | 18,183,981 | | | 2024 | | 1,230,769 | | 12,872,500 | | 2,460,938 | | 41,610 | | 16,605,817 | | | 2023 | | 1,245,192 | | 12,058,000 | | 1,600,000 | | 42,164 | | 14,945,356 | | Jonathan Faust Executive Vice President and Chief Financial Officer | 2025 | | 650,000 | | 2,888,280 | | 1,300,000 | | 2,300(4) | | 4,840,580 | | | 2024 | | 487,500 | | 6,040,800 | | 682,500 | | 2,300 | | 7,213,100 | | Alan McW. Reid Executive Vice President, Global Human Resources | 2025 | | 407,269 | | 1,524,370 | | 415,000 | | 1,362(4) | | 2,348,001 | | | 2024 | | 385,000 | | 1,287,250 | | 323,400 | | 1,362 | | 1,997,012 | | | 2023 | | 385,000 | | 1,145,510 | | 192,500 | | 1,190 | | 1,724,200 | | Charles C. Mason Executive Vice President, Worldwide Sales | 2025 | | 380,000 | | 1,604,600 | | 380,000 | | 1,239(4) | | 2,365,839 | | | 2024 | | 371,346 | | 1,853,640 | | 319,200 | | 1,239 | | 2,545,425 | | | 2023 | | 340,000 | | 1,446,960 | | 171,500 | | 959 | | 1,959,419 |

  82. Summary Compensation Table

    (1)Represents the grant date fair value of each equity award, determined in accordance with Accounting Standards Codification Topic 718, Compensation—Stock Compensation (“ASC 718”). These amounts do not purport to reflect the value that will be realized upon sale of the underlying shares. The assumptions used in the valuation of these awards are set forth in the notes to our consolidated financial statements, which are included in our Annual Report on Form 10-K for our fiscal year ended September 27, 2025, filed with the SEC on November 13, 2025. These amounts do not purport to reflect the value that will be realized upon sale of the underlying shares. (2)Represents bonuses earned pursuant to Sanmina’s Corporate Bonus Plan for the fiscal year indicated. (3)Comprised of (i) $40,000 in premiums for life insurance and (ii) $2,477 in premiums for business travel accident insurance. (4)Consists of premiums for business travel accident insurance.

  83. Summary Compensation Table

    | 50 | SANMINA |

  84. Grants of Plan Based Awards

    Grants of Plan Based Awards The following table presents information regarding grants of plan based awards made to each of our named executive officers during fiscal 2025. All equity awards were granted under our 2019 Plan.

  85. Grants of Plan Based Awards

    | | Grant Date | Estimated Future Payouts Under Non-Equity Incentive Plan Awards(1) | | | Estimated Future Payouts Under Equity Plan Awards(2) | | | All Other Stock Awards; Number of Shares or Units (#)(3) | Grant Date Fair Value of Stock Awards(4) | | | | Threshold | Target | Maximum | Threshold | Target | Maximum | | | | Jure Sola Chairman and Chief Executive Officer | 12/16/24 | — | — | — | 119,000 | 170,000 | 221,000 | — | $13,639,100 | | | 12/9/24 | $585,938 | $2,343,750 | $3,750,000(5) | | | | | | | Jonathan Faust Executive Vice President and Chief Financial Officer | 12/16/24 | — | — | — | 14,000 | 20,000 | 26,000 | 16,000 | $2,888,280 | | | 12/9/24 | $162,500 | $650,000 | $975,000(6) | | | | | | | Alan McW. Reid Executive Vice President, Global Human Resources | 12/16/24 | — | — | — | 7,000 | 10,000 | 13,000 | 9,000 | $1,524,370 | | | 12/9/24 | $93,375 | $373,500 | $415,000(7) | | | | | | | Charles C. Mason Executive Vice President, Worldwide Sales | 12/16/24 | — | — | — | 7,000 | 10,000 | 13,000 | 10,000 | $1,604,600 | | | 12/9/24 | $85,500 | $342,000 | $380,000(7) | | | | | |

  86. Grants of Plan Based Awards

    (1)Represents potential cash payments under Sanmina’s Fiscal Year 2025 Corporate Bonus Plan approved on December 9, 2024. Actual cash awards made under this plan are shown in the Summary Compensation Table above under the column entitled “Non-Equity Plan Incentive Compensation.” (2)Represents potential shares issuable upon vesting of performance stock units (PSUs). PSUs vest based upon extent of achievement of a three-year non-GAAP EPS target. No shares are payable if cumulative non-GAAP EPS over the measurement period is less than a minimum level of performance over the three-year period. (3)Number of time-based RSUs granted. (4)Represents the grant date fair value of stock awards, determined in accordance with ASC 718. (5)Bonus compensation is capped at 300% base salary.

  87. Grants of Plan Based Awards

    | 2026 Proxy Statement | 51 |

  88. Outstanding Equity Awards at Fiscal 2025 Year-End

    Outstanding Equity Awards at Fiscal 2025 Year-End

  89. Option Exercises and Stock Vested in Last Fiscal Year

    Option Exercises and Stock Vested in Last Fiscal Year The following table presents certain information regarding exercises of options and vesting of stock awards for each of our named executive officers during fiscal 2025.

  90. Option Exercises and Stock Vested in Last Fiscal Year

    | | Option Awards | | | Stock Awards | | | Name | Number of Shares Acquired on Exercise (#) | Value Realized on Exercise(1) | | Number of Shares Acquired on Vesting (#) | Value Realized on Vesting(2) | | Jure Sola Chairman and Chief Executive Officer | — | | — | 323,333 | $24,846,607 | | Jonathan Faust Executive Vice President and Chief Financial Officer | — | | — | 20,000 | $1,651,200 | | Alan McW. Reid Executive Vice President, Global Human Resources | — | | — | 33,100 | $2,557,117 | | Charles C. Mason Executive Vice President, Worldwide Sales | — | | — | 23,833 | $1,857,402 |

  91. Option Exercises and Stock Vested in Last Fiscal Year

    (1)The aggregate value realized upon exercise of stock options represents the difference between the fair market value of Sanmina’s common stock on the date of exercise and the price paid by the named executive officer to exercise the options, multiplied by the number of options exercised. (2)The aggregate value realized upon vesting of stock awards represents Sanmina’s closing stock price on the date of vesting multiplied by the number of awards vested.

  92. Non-Qualified Deferred Compensation Plan

    Non-Qualified Deferred Compensation Plan Pursuant to Sanmina’s non-qualified deferred compensation plan, certain highly compensated employees may defer the receipt of certain compensation, and such deferrals are not subject to income tax until the year in which they are paid. Only members of management or highly compensated employees with a projected base salary of at least $130,000 may participate in the plan, subject to the approval of our Chief Executive Officer. Sanmina does not provide matching contributions under this plan. The following table presents certain information concerning participation in our non-qualified deferred compensation plan by the named executive officers during fiscal 2025.

  93. Non-Qualified Deferred Compensation Plan

    | Name | Executive Contributions | Aggregate Earnings | Aggregate Withdrawals/ Distributions | Aggregate Balance | | Jure Sola Chairman and Chief Executive Officer | — | $1,459,624 | — | $12,857,114 | | Jonathan Faust Executive Vice President and Chief Financial Officer | — | — | — | — | | Alan McW. Reid Executive Vice President, Global Human Resources | $274,890 | $225,626 | — | $2,290,996 | | Charles C. Mason Executive Vice President, Worldwide Sales | — | — | — | — |

  94. Non-Qualified Deferred Compensation Plan

    | 2026 Proxy Statement | 53 |

  95. Pay Versus Performance Table

    Pay Versus Performance Table The information below presents the relationship between compensation actually paid (CAP) of the Company’s NEOs and certain performance measures in accordance with Item 402(v) of Regulation S-K.

  96. Pay Versus Performance Table

    | | Summary Compensation Table Total for PEO (b)(1) | Compensation Actually Paid to PEO (c)(2) | Average Summary Compensation Table Total for Non-PEO NEOs (d)(1) | Average Compensation Actually Paid to Non-PEO NEOs (e)(2) | Value of Initial Fixed $100 Investment Based on: | | Net Income (millions) (h) | Company Selected Measure(4) (i) | | Year (a) | | | | | Total Shareholder Return (f) | Peer Group Total Shareholder Return(3) (g) | | | | 2025 | $18,183,981 | $45,865,059 | $3,184,807 | $7,160,705 | 430 | 438 | $245.90 | $6.04 | | 2024 | $16,605,817 | $27,189,217 | $3,411,765 | $4,015,111 | 259 | 297 | $222.50 | $5.28 | | 2023 | $14,945,356 | $18,663,356 | $2,186,727 | $3,007,319 | 204 | 202 | $310.00 | $6.26 | | 2022 | $16,760,493 | $20,787,493 | $1,638,603 | $2,165,569 | 174 | 131 | $240.40 | $4.68 | | 2021 | $14,535,131 | $16,678,631 | $1,957,866 | $2,695,765 | 148 | 180 | $249.50 | $3.61 |

  97. Pay Versus Performance Table

    (1)For all fiscal years covered by the Pay Versus Performance Table, the PEO was Mr. Sola. Our Non-PEO NEOs for the covered years are as follows:

  98. Pay Versus Performance Table

    | 2025 | 2024 | 2023 | 2022 | 2021 | | Jonathan Faust | Jonathan Faust | Kurt Adzema | Kurt Adzema | Kurt Adzema | | Alan Reid | Kurt Adzema | Alan Reid | Alan Reid | Alan Reid | | Charles Mason | Alan Reid | Charles Mason | Dennis Young | Dennis Young | | | Charles Mason | | | |

  99. Pay Versus Performance Table

    (2)The following adjustments relating to equity awards were made to total compensation for 2025 to determine CAP as computed in accordance with Item 402(v) of Regulation S-K:

  100. Pay Versus Performance Table

    | | PEO | | | | | | | 2025 | 2024 | 2023 | 2022 | 2021 | | Summary Compensation Table Total | $18,183,981 | $16,605,817 | $14,945,356 | $16,760,493 | $14,535,131 | | Adjustments: | | | | | | | Deduction for Value of Equity Awards Disclosed in the Summary Compensation Table | $(13,639,100) | $(12,872,500) | $(12,058,000) | $(11,867,000) | $(10,293,000) | | Increase for Year End Fair Value of Equity Awards Granted in the Year that Remain Outstanding and Unvested as of the End of the Year | $19,398,700 | $17,217,500 | $10,856,000 | $13,824,000 | $11,754,000 | | Increase/deduction for Year-Over Year Change in Fair Value of Outstanding and Unvested Equity Awards | $16,588,015 | $5,836,000 | $4,920,000 | $2,070,000 | — | | Increase for Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year | — | — | — | — | — | | Increase/deduction for Change in Fair Value of Equity Awards from the Prior Year that Vested in the Year | $5,333,463 | $402,400 | — | — | $682,500 | | Deduction for Fair Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year | — | — | — | — | — | | Compensation Actually Paid | $45,865,059 | $27,189,217 | $18,663,356 | $20,787,493 | $16,678,631 |

  101. Pay Versus Performance Table

    | 2026 Proxy Statement | 55 |

  102. Pay Versus Performance Table

    | | Non-PEO NEOs | | | | | | | 2025 | 2024 | 2023 | 2022 | 2021 | | Summary Compensation Table Total | $3,184,807 | $3,411,765 | $2,186,727 | $1,638,603 | $1,957,866 | | Adjustments: | | | | | | | Deduction for Value of Equity Awards Disclosed in the Summary Compensation Table | $(2,005,750) | $(2,295,423) | $(1,547,443) | $(985,743) | $(1,146,633) | | Increase for Year End Fair Value of Equity Awards Granted in the Year that Remain Outstanding and Unvested as of the End of the Year | $2,852,750 | $3,116,368 | $1,393,187 | $1,152,000 | $1,306,000 | | Increase/deduction for Year-Over Year Change in Fair Value of Outstanding and Unvested Equity Awards | $2,744,560 | $263,835 | $422,751 | $356,500 | $502,392 | | Increase for Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year | — | — | — | — | — | | Increase/deduction for Change in Fair Value of Equity Awards from the Prior Year that Vested in the Year | $384,338 | $29,681 | $552,098 | $4,209 | $76,140 | | Deduction for Fair Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year | — | $(511,114) | — | — | — | | Compensation Actually Paid | $7,160,705 | $4,015,111 | $3,007,319 | $2,165,569 | $2,695,765 |

  103. Pay Versus Performance Table

    The valuation methodologies used to calculate fair values for each measurement date do not materially differ from those used at the time of grant of each respective award. (3)Represents the TSR of a peer group comprising of Amphenol Corporation, Arrow Electronics, Avnet, Inc., Benchmark Electronics, Inc., Celestica Inc., Curtiss-Wright Corporation, Fabrinet, Flex Ltd., Jabil Inc., Keysight Technologies, Plexus Corp., Seagate Technology, TTM Technologies, Inc. and Western Digital Corporation. (4)Represents Non-GAAP EPS, which is defined in Appendix A of this proxy statement.

  104. CEO PAY RATIO

    CEO PAY RATIO Under SEC rules, we are required to provide the following information regarding the relationship between the annual total compensation of Jure Sola, our Chief Executive Officer, and the median annual total compensation of our employees (other than Mr. Sola) for fiscal 2025: •The median of the annual total compensation of all employees (other than Mr. Sola) of the Company (including our consolidated subsidiaries) was approximately $12,825. •The annual total compensation of our CEO was $18,183,981. This amount equals the CEO’s compensation as reported in the “Summary Compensation Table.” •Based on the above, for fiscal 2025, the ratio of Mr. Sola’s annualized total compensation to the median of the annual total compensation of all employees (other than Mr. Sola) was 1,418 to 1. This pay ratio is an estimate calculated in a manner consistent with Item 402(u) of Regulation S-K and based upon our reasonable judgments and assumptions. The SEC rules do not specify a single methodology for identification of the median employee or calculation of the pay ratio and other companies may use assumptions and methodologies that are different from those used by us in calculating their pay ratios. Accordingly, the pay ratios disclosed by other companies may not be comparable to our pay ratio as disclosed above. For our fiscal 2025 pay ratio disclosure, we determined our median employee as of September 27, 2025, which was the last day of fiscal 2025, at which time we had 35,111 full-time, part-time and temporary employees, 4,349 of whom were U.S. employees, and 30,762 of whom were located outside of the United States, generally in lower cost locations such as China and Mexico. To find our median employee, we compared the target total cash compensation (base plus target incentive) of all such employees as shown in our global HRIS systems, annualizing the compensation of full-time employees who did not work for us for the entire year. Employees who worked for us part-time were included at their part-time pay rate and not converted to a full-time equivalent pay level. Once we identified our median employee, we estimated such employee’s annual total compensation in accordance with the requirements of Item 402(c)(2)(x) of Regulation S-K. We determined that our median employee in fiscal 2025 was a full-time, salaried employee working in Mexico and used that employee’s annual total cash compensation for fiscal 2025 to calculate the CEO pay ratio for that year. For fiscal 2025, our median employee’s total cash compensation was approximately $12,825. For purposes of this disclosure, we converted the employee’s total cash compensation from Mexican pesos to U.S. dollars using the exchange rate as of September 26, 2025 (18.44 MXN to 1 USD).

  105. CEO PAY RATIO

    | 58 | SANMINA |

  106. CEO PAY RATIO

    | PROPOSAL FOUR |