8-KLeadership ChangesExhibits & Filings

Keysight Technologies, Inc. 8-K Report, Executive Changes (Nov 20, 2025)

Filed November 20, 2025For Securities:KEYS

Summary

Keysight Technologies, Inc. (KEYS) announced a strategic expansion of its Board of Directors with the appointment of Keith Jensen, a seasoned executive with extensive financial and operational experience in the technology sector. Mr. Jensen, formerly the Chief Financial Officer of Fortinet, Inc., brings a strong background in driving financial improvements and will serve on the Audit and Finance and Nominating and Corporate Governance Committees. His appointment is effective immediately and aims to leverage his expertise to further strengthen the company's governance and strategic direction. Concurrently, the company disclosed that Paul A. Lacouture, a long-standing director since 2019, will not be seeking re-election at the 2026 annual meeting. While Mr. Lacouture will continue his board duties until his departure, his decision is not driven by any disagreement with the company. This transition represents a planned succession, ensuring a smooth handover of responsibilities and continued robust board oversight for Keysight.

Key Highlights

  • 1Appointment of Keith Jensen as a new independent director to the Board of Directors, increasing the Board size from 10 to 11 members.
  • 2Mr. Jensen brings significant financial expertise, having served as CFO and CAO at Fortinet, Inc.
  • 3Mr. Jensen will serve on the Audit and Finance and Nominating and Corporate Governance Committees.
  • 4Director Paul A. Lacouture will not stand for re-election at the 2026 annual meeting and will retire from the Board.
  • 5Mr. Lacouture's departure is not due to any disagreement with the Company, indicating a planned succession.
  • 6The Board size will decrease from 11 to 10 members following Mr. Lacouture's departure.
  • 7Mr. Jensen will receive standard compensation for non-employee directors and enter into a standard indemnification agreement.

Frequently Asked Questions

Keith Jensen is a 66-year-old seasoned technology executive with a strong financial background. He most recently served as Chief Accounting Officer and then Chief Financial Officer of Fortinet, Inc. from 2014 until his retirement in May 2025. Prior to that, he held various senior finance roles at companies including Sybase and DataDirect Networks.

Mr. Jensen was appointed to the Board following a recommendation from the Nominating and Corporate Governance Committee. His appointment is intended to leverage his extensive experience in financial management and driving financial and productivity improvements within the technology sector to strengthen the company's governance and strategic oversight.

Paul A. Lacouture, a director since 2019, has informed the company that he will not be seeking re-election at the 2026 annual meeting. This is described as a planned succession and not due to any disagreement with the company. He will continue to serve until the conclusion of the 2026 meeting.

The Board size was temporarily increased from 10 to 11 members with the appointment of Keith Jensen. Following Paul A. Lacouture's retirement at the conclusion of the 2026 annual meeting, the Board size will decrease from 11 back to 10 members.