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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 3, 2023

AMPHENOL CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

1-10879

22-2785165

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

358 Hall Avenue, Wallingford, Connecticut

06492

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (203) 265-8900

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A Common Stock, $0.001 par value

APH

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 8.01. Other Events.

On August 3, 2023, Amphenol Corporation (the “Company”) reached an agreement with the U.S. government to settle a long-standing and previously disclosed False Claims Act investigation involving allegations of various Company actions and inactions through 2017 related to the several “stop shipment” orders regarding certain military connector products that were received by the Company in March 2016 and lifted by the U.S. government for all affected products over a period from April 2016 through January 2017. Under the terms of the settlement agreement, the Company did not admit to any liability, but agreed to pay the government a settlement amount of $18 million. The settlement ends the government's investigation and releases the Company from further liability for the issues under investigation. Based on the terms of the agreement, the Company expects to pay the settlement amount during the third quarter of 2023. The settlement amount was fully reserved prior to 2023 and, as a result, the payment will have no impact on the Company's third quarter or full year 2023 earnings.

Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

AMPHENOL CORPORATION

By:

/s/ Lance E. D’Amico

Lance E. D’Amico

Senior Vice President, Secretary and General Counsel

Date: August 3, 2023

v3.23.2
Document and Entity Information
Aug. 03, 2023
Document and Entity Information [Abstract]  
Document Type 8-K
Document Period End Date Aug. 03, 2023
Entity File Number 1-10879
Entity Registrant Name AMPHENOL CORPORATION
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 22-2785165
Entity Address, Address Line One 358 Hall Avenue
Entity Address, City or Town Wallingford
Entity Address, State or Province CT
Entity Address, Postal Zip Code 06492
City Area Code 203
Local Phone Number 265-8900
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Class A Common Stock, $0.001 par value
Trading Symbol APH
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0000820313
Amendment Flag false

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