SigmaTron International announces executive departure and separation terms

SigmaTron International Inc. (NASDAQ:SGMA), a provider of electronic manufacturing services with annual revenue of $311.71 million and current market capitalization of $18.05 million, has disclosed the resignation of Rajesh B. Upadhyaya, Executive Vice President, West Coast Operations, effective April 30, 2025. According to InvestingPro analysis, the company’s stock has shown significant volatility, with a remarkable 129% return over the past week. The company, based in Elk Grove Village, Illinois, confirmed that Mr. Upadhyaya’s decision to step down was not due to disagreements with the company’s operations, policies, or practices. The announcement comes as SigmaTron trades at $2.96 per share, with InvestingPro analysis indicating the stock is currently undervalued.

Following his departure, SigmaTron International and Mr. Upadhyaya entered into a separation agreement on May 22, 2025. The agreement outlines the conditions of his resignation, including a cash payment of $125,000 to be paid over 12 months, COBRA premium reimbursements for the same period, and vesting of unvested stock options. Additionally, Mr. Upadhyaya will retain possession of a company vehicle, cell phone, and laptop.

As part of the separation agreement, Mr. Upadhyaya has agreed to adhere to confidentiality and non-disparagement clauses, and he has released the company from any claims related to his employment and its termination, subject to applicable legal provisions.

The details of the separation agreement were included as an exhibit in the company’s recent SEC filing, which serves as the source for this information. The full text of the agreement is available in the filing for those seeking further particulars. For comprehensive analysis and additional insights about SigmaTron’s financial health and market position, including 8 more exclusive ProTips, visit InvestingPro.

In other recent news, SigmaTron International has announced a definitive merger agreement with Transom Capital Group, valuing the company at approximately $83 million. Under the agreement, Transom Capital will initiate a tender offer to acquire all outstanding shares of SigmaTron’s common stock for $3.02 per share in cash. This offer represents a 134% premium over SigmaTron’s closing market price as of May 20, 2025. The merger, which has received unanimous approval from SigmaTron’s Board of Directors, is expected to close in the third quarter of 2025, pending the successful completion of the tender offer and other customary conditions. Following the merger, SigmaTron will become a wholly-owned subsidiary of Transom and will be delisted from Nasdaq. Legal and financial advisors for the transaction include Kirkland & Ellis LLP for Transom and Lincoln International for SigmaTron. Important details about the tender offer will be filed with the U.S. Securities and Exchange Commission. SigmaTron’s Board recommends that stockholders tender their shares in support of the transaction.

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