Chipmos Technologies Inc.
A Taiwanese company that packages and tests semiconductors — the "back-end" work that turns raw chips into finished, usable microchips for devices like memory and displays. ChipMOS was born in 1997 as a spin-off of the back-end factory of chipmaker MOSEL, and it became the first Taiwanese testing-and-packaging firm to list on the U.S. Nasdaq. Its name blends "chip" with MOS, short for the metal-oxide-semiconductor technology that powers most modern chips.
20-F · Fiscal year ended Dec 31, 2025 · SEC filing ↗
The original filing sections are available below.
Market Risks Our exposure to financial market risks relates primarily to changes in interest rates and foreign exchange rates. To mitigate these risks, we utilize derivative financial instruments, the application of which is primarily for hedging, and not for speculative purpose…
Market Risks Our exposure to financial market risks relates primarily to changes in interest rates and foreign exchange rates. To mitigate these risks, we utilize derivative financial instruments, the application of which is primarily for hedging, and not for speculative purposes. Interest Rate Risks As of December 31, 2025, we had aggregate debts outstanding of NT$15,471 million (US$493 million), which was incurred for capital expenditure and general operating expenses. Of our outstanding debts as of December 31, 2025, 83% bear interest at variable rates. The interest rate for the majority of our variable rate debts varies based on a fixed percentage spread over the prime rate established by our lenders. Our variable rate debts had an annual interest rate between 1.525% to 1.975% as of December 31, 2025. Accordingly, we have cash flows and earnings exposure due to market interest rate changes for our variable rate debts. An increase in interest rates of 1% would increase our annual interest charge by NT$128 million (US$4 million) based on our outstanding floating rate indebtedness as of December 31, 2025. As of December 31, 2024 and 2025, we had no interest rate swap agreements outstanding. Foreign Currency Exchange Rate Risks Our foreign currency exposure gives rise to market risks associated with exchange rate movements against the NT dollar, the RMB, the Japanese yen and the US dollar. As of December 31, 2025, 29.5% of our monetary financial assets and 19.8% of our monetary financial liabilities are denominated in the RMB, Japanese yen and US dollar, respectively. We do not hold or issue any derivative for trading purposes or to hedge against fluctuations in foreign exchange rates. We mitigate this risk by conducting sales and purchases transactions in the same currency. These hedging transactions help to reduce, but do not eliminate, the impact of foreign currency exchange rate movements. An average appreciation of the NT dollar against all other relevant foreign currencies of 5% would decrease our exchange gain by NT$107 million (US$3 million) based on our outstanding assets and liabilities denominated in foreign currencies as of December 31, 2025. As of December 31, 2024 and 2025, we had no outstanding forward exchange or foreign currency option contracts. See Note 41 of our audited consolidated financial statements for additional information on financial risk management. 72
Read original filing text →Capitalization and Indebtedness Not applicable. Reasons for the Offer and Use of Proceeds Not applicable. Risk Factors Risks Relating to Economic Conditions and the Financial Markets Global inflation and financial markets disruptions could materially and adversely affect our bus…
Capitalization and Indebtedness Not applicable. Reasons for the Offer and Use of Proceeds Not applicable. Risk Factors Risks Relating to Economic Conditions and the Financial Markets Global inflation and financial markets disruptions could materially and adversely affect our business and results of operations. Disruptions in tariff, interest rate rising, financial markets and trade tensions may occur that causes diminished liquidity and limited availability of credit, reduced consumer confidence, reduced economic growth, increased unemployment rates and uncertainty about economic stability. Limited availability of credit in financial markets may lead consumers and businesses to postpone spending. This in turn may cause our customers to cancel, decrease or delay their existing and future orders with us. Particularly, the economics uncertainty caused by trade tensions and inflation, which led the weakness of macro-economic environment, will impact the end product market demand. The softness in broader market demand including smart phones, TVs, PC/servers and other consumer products, directly affects the inventory elimination of our customers. The decrease in segment revenue of display panel driver semiconductor assembly and testing services was principally due to the weakness of macro-economic environment, softness in market demand. Financial difficulties experienced by our customers or suppliers as a result of these conditions could lead to production delays and delays or defaults in payment of accounts receivable. We are not able to predict the occurrence, frequency, duration or extent of disruptions in global inflation and financial markets, or when the trade tensions could be settled down. These conditions increase the difficulty of accurately forecasting and planning our business activities. If these conditions and uncertainties occur or continue, or if credit and financial markets and confidence in economic conditions deteriorate, our business and results of operations could be materially and adversely affected. Meanwhile, conflicts in the Middle East, including conflicts affecting key energy transit routes, could contribute to volatility in global energy prices. This conflict increases global inflation risks and may influence central bank interest rate decisions, adding further economic uncertainty. If these conditions and uncertainties occur or continue, our business and results of operations could be materially and adversely affected. Risks Relating to Our Industry Because we depend on the highly cyclical semiconductor industry, which is characterized by significant and sometimes prolonged downturns from time to time, our revenue and earnings may fluctuate significantly, which in turn could adversely affect our results of operations and could cause the market price of our common shares or of our ADSs to decline. Because our business is, and will continue to be, dependent on the requirements of semiconductor companies for independent assembly and testing services, any downturn in the highly cyclical semiconductor industry may reduce demand for our services and adversely affect our results of operations. All of our customers operate in this industry and variations in order levels and in service fee from our customers may result in volatility in our revenue and earnings. For instance, during periods of decreased demand for assembled semiconductors, some of our customers may simplify, delay or forego final testing of certain types of semiconductors, which in turn may result in reduced demand for our services, adversely affecting our results of operations. From time to time, the semiconductor industry has experienced significant, and sometimes prolonged, downturns which have adversely affected our results of operations. We cannot give any assurances that there will not be any downturn in the future or that any future downturn will not materially and adversely affect our results of operations. 3 Any deterioration in the market for end-user applications for semiconductor products would reduce demand for our services and may result in a decrease in our earnings. Market conditions in the semiconductor industry track, to a large degree, those for their end-user applications. Any deterioration in the market conditions for the end-user applications of semiconductors we test and assemble could reduce demand for our services and, in turn, could materially adversely affect our financial condition and results of operations. Our revenue is largely attributable to fees derived from testing and assembling semiconductors for use in personal computers, communications equipment, consumer electronic products, automotive and display applications. A significant decrease in demand for products in these markets could put pricing pressure on our assembly and testing services and negatively affect our revenue and earnings. Any significant decrease in demand for end-user applications of semiconductors will negatively affect our revenue and earnings. A decline in average selling prices for our services could result in a decrease in our earnings. Historically, prices for our assembly and testing services in relation to any given semiconductor tend to decline over the course of its product and technology life cycle. See also “— A decrease in market demand for LCD, OLED, automotive panel and other display panel driver semiconductors may adversely affect our capacity utilization rates and thereby negatively affect our profitability”. If we cannot reduce the cost of our assembly and testing services, or introduce higher-margin assembly and testing services for new package types, to offset the decrease in average selling prices for our services, our earnings could decrease. A reversal or slowdown in the outsourcing trend for semiconductor assembly and testing services could reduce our profitability. Integrated device manufacturers, or IDMs, continue to increasingly outsource stages of the semiconductor production process, including assembly and testing, to independent companies like us to shorten production cycles. In addition, the availability of advanced independent semiconductor manufacturing services has also enabled the growth of so-called “fabless” semiconductor companies that focus exclusively on design and marketing and outsource their manufacturing, assembly and testing requirements to independent companies. A substantial portion of our revenue is indirectly generated from providing semiconductor assembly and testing services to these IDMs and fabless companies. We cannot assure you that these companies will continue to outsource their assembly and testing requirements to independent companies like us. A reversal of, or a slowdown in, this outsourcing trend could result in reduced demand for our services, which in turn could reduce our profitability. Higher raw material costs and electricity charge rate increase would raise our cost and could reduce our profitability. Our semiconductor assembly and testing operations rely on a variety of materials. Substantially all of the raw materials used in our memory and logic/mixed-signal semiconductor assembly processes consist of interconnect materials such as leadframes, organic substrates, gold wire and molding compound. Raw materials used in the display panel driver semiconductor assembly and testing process include gold, carrier tape, resin, spacer tape, plastic reel, aluminum bags, and inner and outer boxes. These processes involve the use of gold, silver, copper and substrate, the costs of which are subject to market volatility. Fluctuations in raw metal and substrate costs have increased our material cost of assembly. Meanwhile, Taiwan’s electricity charge rate increased over time also raised our assembly and test cost. If we are unable to increase our OSAT price nor pass through such cost increases due to industry condition or others reason, it would adversely impact our gross margin and reduce our profitability. Extra-tariffs in semiconductor content coming out of Taiwan could impact our business and reduce our profitability. In February 2025, President Trump announced a plan to impose extra-tariffs on semiconductors. Despite the extra-tariffs in semiconductor content coming out of Taiwan would not directly impact our business nor gross profit based on currently business model, however the end-users may restructure the supply chain to areas or countries that are not imposed extra-tariffs to reduce their cost, which could impact our further business. Furthermore, the end-customers maybe seek the opportunity for semiconductor supply chain absorbing the extra-tariffs to maintain their competition, that will reduce our revenue and gross profit. On March 11, 2026, the United States Trade Representatives announced the initiation of investigations regarding the acts, policies and practices of various economies, including Taiwan, under Section 301(b) of the Trade Act of 1974. This investigation, expected to conclude by July 2026, could lead to unilateral retaliatory measures, including higher tariffs, which would significantly impact Taiwan’s export-oriented electronics and mechanical industries. Any retaliatory measures announced against Taiwan could negatively affect our revenue and earnings. 4 Risks Relating to Our Business If we are unable to compete effectively in the highly competitive semiconductor assembly and testing markets, we may lose customers and our income may decline. The semiconductor assembly and testing markets are very competitive. We face competition from a number of IDMs with in-house assembly and testing capabilities and other independent semiconductor assembly and testing companies. Our competitors may have access to more advanced technologies and greater financial and other resources than we do. Many of our competitors have shown a willingness to reduce prices quickly and sharply in the past to maintain capacity utilization in their facilities during periods of reduced demand. In addition, an increasing number of our competitors conduct their operations in lower cost centers in Asia such as Mainland China. Any renewed or continued erosion in the prices or demand for our assembly and testing services, particularly for display panel driver semiconductor as a result of increased competition could adversely affect our profits. We are highly dependent on the market for memory products. A downturn in market prices for these products could significantly reduce our revenue and profit. A significant portion of our revenue is derived from testing and assembling memory semiconductors. In the past, our service fees for testing and assembling memory semiconductors were sharply reduced in tandem with the decrease in the average selling price of DRAM, NOR Flash and NAND Flash in the semiconductor industry. Oversupply of DRAM, NOR Flash or NAND Flash products and weak demand in the DRAM, NOR Flash or NAND Flash market may result in significant reductions in the price of DRAM, NOR Flash or NAND Flash products, which in turn may drive down the average prices for our assembly and testing services for DRAM, NOR Flash and NAND Flash products and further reduce our revenue and profit. We cannot assure you that there will not be further downturns in DRAM, NOR Flash or NAND Flash prices in the future. A decrease in market demand for LCD, OLED, automotive panel and other display panel driver semiconductors may adversely affect our capacity utilization rates and thereby negatively affect our profitability. Our assembly and testing services for Display panel driver semiconductors generated revenue of NT$7,822 million, NT$7,319 million and NT$5,870 million (US$187 million) in 2023, 2024 and 2025, respectively. We invested NT$1,757 million, NT$2,258 million and NT$814 million (US$26 million) in 2023, 2024 and 2025, respectively, on equipment for chip-on-film, or COF and chip-on-glass, or COG, technologies, which are used in assembly and testing services for LCD, OLED, automotive panel and other display panel driver semiconductors. Most of this equipment may not be used for technologies other than COF or COG. The demand went down since second half of 2025 due to customer inventory adjustment for market softness, and demand is expected to remain weak in 2026. Any significant decrease in demand for these products and our related services would significantly impact our capacity utilization rates. That may result in our inability to generate sufficient revenue to cover the depreciation expenses for the equipment used in testing and assembling LCD, OLED, automotive panel and other display panel driver semiconductors, thereby negatively affecting our profitability. See also “—Because of our high fixed costs, if we are unable to achieve relatively high capacity utilization rates, our earnings and profitability may be adversely affected”. Our significant amount of indebtedness and interest expense will limit our cash flow and could adversely affect our operations. We have a significant level of debt and interest expense. As of December 31, 2025, we had approximately NT$12,765 million (US$407 million) outstanding long-term indebtedness. Our long-term indebtedness as of December 31, 2025, represented bank loans with an interest rate from 1.525% to 1.975%. As of December 31, 2025, NT$8,658 million (US$276 million) of our indebtedness was secured by collateral comprised of our assets. Our significant indebtedness poses risks to our business, including the risks that: •we may have to use a substantial portion of our consolidated cash flow from operations to pay principal and interest on our debt, thereby reducing the funds available for working capital, capital expenditures, acquisitions and other general corporate purposes; •insufficient cash flow from operations may force us to sell assets, or seek additional capital, which we may be unable to do at all or on terms favorable to us; •our ability to sell assets or seek additional capital may be adversely affected by security interests in our assets granted to our lenders as collateral; and •our level of indebtedness may make us more vulnerable to economic or industry downturns. For additional information on our indebtedness, see “Item 5. Operating and Financial Review and Prospects—Liquidity and Capital Resources”. 5 Our results of operations may fluctuate significantly and may cause the market price of our common shares or of our ADSs to be volatile. Our results of operations have varied significantly from period to period and may continue to vary in the future. Among the more important factors affecting our quarterly and annual results of operations are the following: •our ability to accurately predict customer demand, as we must commit significant capital expenditures in anticipation of future orders; •our ability to quickly adjust to unanticipated declines or shortfalls in demand and market prices for our assembly and testing services, due to our high percentage of fixed costs; •changes in prices for our assembly and testing services; •volume of orders relative to our assembly and testing capacity; •capital expenditures and production uncertainties relating to the roll-out of new assembly and testing services; •our ability to obtain adequate assembly and testing equipment on a timely basis; •changes in costs and availability of raw materials, equipment and labor; •changes in our product mix; and •earthquakes, global new virus epidemic, climate change and other natural disasters, as well as industrial accidents. Because of the factors listed above, our future results of operations or growth rates may be below the expectations of research analysts and investors. If so, the market price of our common shares or of our ADSs, and the market value of your investment, may fall. We rely on key customers for a substantial portion of our revenue and a loss of, or deterioration of the business from, or delayed payment by, any one of these customers could result in decreased revenue and materially adversely affect our results of operations and financial condition. We rely on a small group of customers for a substantial portion of our business. In 2025, our top five customers collectively accounted for 61% of our revenue. As part of our strategy, we have been focusing on sales to key customers through long-term service agreements. We also focus on our business with smaller customers and customers who do not place orders on a regular basis. We expect that we will continue to rely on a relatively limited number of customers for a significant portion of our revenue. Any adverse development in our key customers’ operations, competitive position or customer base could materially reduce our revenue and materially adversely affect our business and profitability. Semiconductor companies generally rely on service providers with whom they have established relationships to meet assembly and testing needs. New customers usually require us to pass a lengthy and rigorous qualification process. Accordingly, if we lose any of our key customers, we may not be able to replace them in a timely manner. If any of our key customers reduces or cancels its orders or terminates existing contractual arrangements, and if we are unable to attract new customers and establish new contractual arrangements with existing or new customers, our revenue could be reduced and our business and results of operations may be materially adversely affected. Because of our high fixed costs, if we are unable to achieve relatively high capacity utilization rates, our earnings and profitability may be adversely affected. Our operations are characterized by a high proportion of fixed costs. For memory and logic/mixed-signal semiconductor testing services, our fixed costs represented 50%, 47% and 47% of our total cost of revenue in 2023, 2024 and 2025, respectively. For memory and logic/mixed-signal semiconductor assembly services, our fixed costs represented 26%, 25% and 23% of our total cost of revenue in 2023, 2024 and 2025, respectively. For Display panel driver semiconductor assembly and testing services, our fixed costs represented 59%, 58% and 61% of our total cost of revenue in 2023, 2024 and 2025, respectively. For bumping services, our fixed costs represented 19%, 17% and 14% of our total cost of revenue in 2023, 2024 and 2025, respectively. Our profitability depends in part not only on absolute pricing levels for our services, but also on the utilization rates for our assembly and testing equipment, commonly referred to as “capacity utilization rates”. Increases or decreases in our capacity utilization rates can significantly affect our gross margins as unit costs generally decrease as the fixed costs are allocated over a larger number of units. In the past, our capacity utilization rates have fluctuated significantly as a result of the fluctuations in the market demand for semiconductors. If we fail to increase or maintain our capacity utilization rates, our earnings and profitability may be adversely affected. In addition, the long-term assembly and testing services agreements we entered with certain customers may require us to incur significant capital expenditures. If we are unable to achieve high capacity utilization rates for the equipment purchased pursuant to these agreements, our gross margins may be materially and adversely affected. 6 The assembly and testing process is complex and our production yields and customer relationships may suffer as a result of defects or malfunctions in our testing and assembly equipment and the introduction of new packages. Semiconductor testing and assembly are complex processes that require significant technological and process expertise. Semiconductor testing involves sophisticated test equipment and computer software. We develop computer software to test our customers’ semiconductors. We also develop conversion software programs that enable us to test semiconductors on different types of testers. Similar to most software programs, these software programs are complex and may contain programming errors or bugs. In addition, the testing process is subject to human error by our employees who operate our test equipment and related software. Any significant defect in our testing or conversion software, malfunction in our test equipment or human error could reduce our production yields and damage our customer relationships. The assembly process involves a number of steps, each of which must be completed with precision. Defective packages primarily result from: •contaminants in the manufacturing environment; •human error; •equipment malfunction; •defective raw materials; or •defective plating services. These and other factors have, from time to time, contributed to lower production yields. They may do so in the future, particularly as we expand our capacity or change our processing steps. In addition, to be competitive, we must continue to expand our offering of packages. Our production yields on new packages typically are significantly lower than our production yields on our more established packages. Our failure to maintain high standards or acceptable production yields, if significant and prolonged, could result in a loss of customers, increased costs of production, delays, substantial amounts of returned goods and related claims by customers. Further, to the extent our customers have set target production yields, we may be required to compensate our customers in a pre-agreed manner. Any of these problems could materially adversely affect our business reputation and result in reduced revenue and profitability. Because of the highly cyclical nature of our industry, our capital requirements are difficult to plan. If we cannot obtain additional capital when we need it, we may not be able to maintain or increase our current growth rate and our profits will suffer. As our industry is highly cyclical and rapidly changing, our capital requirements are difficult to plan. To remain competitive, we may need capital to fund the expansion of our facilities as well as to fund our equipment purchases and research and development activities. To meet our liquidity, capital spending and other capital needs, we have taken and plan to take certain measures to generate additional working capital and to save cash. See “Item 5. Operating and Financial Review and Prospects—Liquidity and Capital Resources”. We cannot assure you that these plans and measures will be implemented or will provide sufficient sources of capital. In addition, future capacity expansions or market or other developments may require additional funding. Our ability to obtain external financing in the future depends on a number of factors, many of which are beyond our control. They include: •our future financial condition, results of operations and cash flows; •general market conditions for financing activities by semiconductor assembly and testing companies; and •economic, political and other conditions in Taiwan and elsewhere. If we are unable to obtain funding in a timely manner or on acceptable terms, our growth prospects and potential future profitability will suffer. Disputes over intellectual property rights could be costly, deprive us of technologies necessary for us to stay competitive, render us unable to provide some of our services and reduce our opportunities to generate revenue. Our ability to compete successfully and achieve future growth will depend, in part, on our ability to protect our proprietary technologies and to secure, on commercially acceptable terms, critical technologies that we do not own. We cannot assure you that we will be able to independently develop, or secure from any third party, the technologies required for our assembly and testing services. Our failure to successfully obtain these technologies may seriously harm our competitive position and render us unable to provide some of our services. 7 Our ability to compete successfully also depends on our ability to operate without infringing upon the proprietary rights of others. The semiconductor assembly and testing industry is characterized by frequent litigation regarding patent and other intellectual property rights. We may incur legal liabilities if we infringe upon the intellectual property or other proprietary rights of others. We are not able to ascertain what patent applications have been filed in the United States or elsewhere, however, until they are granted. If any third party succeeds in its intellectual property infringement claims against us or our customers, we could be required to: •discontinue using the disputed process technologies, which would prevent us from offering some of our assembly and testing services; •pay substantial monetary damages; •develop non-infringing technologies, which may not be feasible; or •acquire licenses to the infringed technologies, which may not be available on commercially reasonable terms, if at all. Any one of these developments could impose substantial financial and administrative burdens on us and hinder our business. We are, from time to time, involved in litigation in respect of intellectual property rights. Any litigation, whether as plaintiff or defendant, is costly and diverts our resources. If we fail to obtain necessary licenses on commercially reasonable terms or if litigation, regardless of the outcome, relating to patent infringement or other intellectual property matters occurs, our costs could be substantially increased to impact our margins. Any such litigation could also prevent us from testing and assembling particular products or using particular technologies, which could reduce our opportunities to generate revenue. If we are unable to obtain raw materials and other necessary inputs from our suppliers in a timely and cost-effective manner, our production schedules would be delayed and we may lose customers and growth opportunities and become less profitable. Our operations require us to obtain sufficient quantities of raw materials at acceptable prices in a timely and cost-effective manner. We source most of our raw materials, including critical materials like leadframes, organic substrates, epoxy, gold wire and molding compound for assembly, and tapes for COF, from a limited group of suppliers. We purchase all of our materials on a purchase order basis and have no long-term contracts with any of our suppliers. From time to time, suppliers have extended lead times, increased the price or limited the supply of required materials to us because of market shortages. Consequently, we may, from time to time, experience difficulty in obtaining sufficient quantities of raw materials on a timely basis. In addition, from time to time, we may reject materials that do not meet our specifications, resulting in declines in output or yield. Although we typically maintain at least two suppliers for each key raw material, we cannot assure you that we will be able to obtain sufficient quantities of raw materials and other supplies of an acceptable quality in the future. It usually takes from three to six months to switch from one supplier to another, depending on the complexity of the raw material. If we are unable to obtain raw materials and other necessary inputs in a timely and cost-effective manner, we may need to delay our production and delivery schedules, which may result in the loss of business and growth opportunities and could reduce our profitability. If we are unable to obtain additional assembly and testing equipment or facilities in a timely manner and at a reasonable cost, we may be unable to fulfill our customers’ orders and may become less competitive and less profitable. The semiconductor testing and assembly business is capital intensive and requires significant investment in expensive equipment manufactured by a limited number of suppliers. The market for semiconductor assembly and testing equipment is characterized, from time to time, by intense demand, limited supply and long delivery cycles. Our operations and expansion plans depend on our ability to obtain equipment from a limited number of suppliers in a timely and cost-effective manner. We have no binding supply agreements with any of our suppliers and we acquire our assembly and testing equipment on a purchase order basis, which exposes us to changing market conditions and other significant risks. Semiconductor assembly and testing also requires us to operate sizable facilities. If we are unable to obtain equipment or facilities in a timely manner, we may be unable to fulfill our customers’ orders, which could negatively impact our financial condition and results of operations as well as our growth prospects. Currently, we do not have any long-term service agreements that require our commitment to acquire additional assembly and testing equipment or facilities. We cannot assure you, however, that such commitment will not be made in the future. See “Item 4. Information on the Company—Customers”. If we are unable to manage the expansion of our operations and resources effectively, our growth prospects may be limited and our future profitability may be reduced. We expect to continue to expand the operations and to increase the number of employees. Rapid expansion puts a strain on our managerial, technical, financial, operational and other resources. As a result of our expansion, we will need to implement additional operational and financial controls and hire and train additional personnel. We cannot assure you that we will be able to do so effectively in the future, and our failure to do so could jeopardize our expansion plans and seriously harm our operations. 8 Laws of the Republic of China may be less protective of shareholder rights than laws of the United States or other jurisdictions. Our corporate affairs are governed by our Articles of Incorporation and laws governing corporations incorporated in the Republic of China (“ROC”). The rights of our shareholders to bring shareholders’ suits against us or our Board of Directors under the ROC law are more limited than those of the shareholders of U.S. corporations. For example, the ROC Company Act requires that a shareholder that continuously holds at least 1% of our issued and outstanding shares for at least 6 months may request our audit committee to institute an action against a director on the Company’s behalf. In addition, the controlling shareholders of U.S. corporations owe fiduciary duties to minority shareholders, while controlling shareholders in ROC corporations do not. Therefore, our shareholders may be less able under the ROC law than they would be under the laws of the United States or other jurisdictions to protect their interests in connection with actions by our management, members of our Board of Directors or our controlling shareholder. It may be difficult to bring and enforce lawsuits against us in the United States. We are incorporated in the ROC and a majority of our directors and most of our officers are not residents of the United States. A substantial portion of our assets is located outside the United States. As a result, it may be difficult for our shareholders to serve notice of a lawsuit on us or our directors and officers within the United States. Because most of our assets are located outside the United States, it may be difficult for our shareholders to enforce in the United States judgments of United States courts. Any United States judgments obtained against us will not be enforced by ROC courts if any of the following situations shall apply to such final judgment: •the court rendering the judgment does not have jurisdiction over the subject matter under the ROC law; •the judgment was rendered by default, except where the summons or order necessary for the commencement of the action was duly served on us within the jurisdiction of the court rendering the judgment within a reasonable period of time and in accordance with the laws and regulations of such jurisdiction, or with judicial assistance of the ROC; •the judgment or the court procedures resulting in the judgment are contrary to the public order or good morals of the ROC; or •the judgments of ROC courts are not recognized and enforceable in the jurisdiction of the court rendering the judgment on a reciprocal basis. Investor confidence and the market price of our common shares or ADSs may be adversely impacted if we are unable to maintain effective Internal Control over Financial Reporting in accordance with Section 404 of the Sarbanes-Oxley Act of 2002. We are required to comply with the ROC and US securities laws and regulations in connection with internal controls. As a public company in the United States, our management is required to assess the effectiveness of our internal control over financial reporting using the criteria established in Internal Control – Integrated Framework (2013) issued by Committee of Sponsoring Organization of the Treadway Commission (COSO), as required by Section 404 of the Sarbanes-Oxley Act of 2002. We carried out an evaluation, under the supervision and with the participation of management, including our President, the principal executive officer and Vice President of the Finance and Accounting Management Center, the principal financial officer of the effectiveness of our internal controls over financial reporting as of December 31, 2025, and concluded those internal controls over financial reporting were effective as of that date. See “Item 15. Controls and Procedures” for more information. Moreover, even if our management concludes that our internal controls over our financial reporting are effective, our independent public registered accounting firm may disagree. If our independent public registered accounting firm is not satisfied with our internal controls over our financial reporting or the level at which our controls are documented, designed, operated or reviewed, or if the independent public registered accounting firm interprets the requirements, rules or regulations differently from us, it may decline to attest our effectiveness of internal controls over financial reporting or may issue an adverse opinion in the future. Any of these possible outcomes could result in an adverse reaction in the financial marketplace due to a loss of investor confidence in the reliability of our consolidated financial statements, which ultimately could negatively impact the market prices of our common shares or ADSs. Any environmental claims or failure to comply with any present or future environmental regulations, or any new environmental regulations, may require us to spend additional funds, may impose significant liability on us for present, past or future actions, and may dramatically increase the cost of providing our services to our customers. We are subject to various laws and regulations relating to the use, storage, discharge and disposal of chemical by-products of, and water used in, our assembly and gold bumping processes. Although we have not suffered material environmental claims in the past, a failure or a claim that we have failed to comply with any present or future regulations could result in the assessment of damages or imposition of fines against us, suspension of production or a cessation of our operations or negative publicity. New regulations could require us to acquire costly equipment or to incur other significant expenses. Any failure on our part to control the use of, or adequately restrict the discharge of, hazardous substances could subject us to future liabilities that may materially reduce our earnings. 9 Fluctuations in exchange rates could result in foreign exchange losses. Currently, we are nearly 52% of revenue denominated in US dollars. Our cost of revenue and operating expenses, on the other hand, are incurred in several currencies, including NT dollars, Japanese yen and US dollars. In addition, a substantial portion of our capital expenditures, primarily for the purchase of LCD, OLED, automotive panel and other display panel driver semiconductor, assembly and testing equipment, has been, and is expected to continue to be, denominated in US dollars with much of the remainder in Japanese yen. We also have debt denominated in NT dollars, Japanese yen, and US dollars. Fluctuations in exchange rates, primarily among the US dollar, the NT dollar and the Japanese yen, will affect our costs and operating margins in NT dollar terms. In addition, these fluctuations could result in exchange losses and increased costs in NT dollar terms. Despite selective hedging and other techniques implemented by us, fluctuations in exchange rates have affected, and may continue to affect, our financial condition and results of operations. We may not be successful in our acquisitions, investments, joint ventures and dispositions, and may therefore be unable to implement fully our business strategy. To implement our business strategy requires us to enter into acquisition, investment, joint venture and disposition transactions. These transactions may not be successful to maintain or grow our business. On December 21, 2023, the Company’s Board of Directors approved its wholly-owned subsidiary, ChipMOS TECHNOLOGIES (BVI) LTD., (“ChipMOS BVI”) to sell its entire 45.0242% equity interests in Unimos Microelectronics (Shanghai) Co., Ltd. (“Unimos Shanghai”) for a total sale price of RMB 979.3 million in cash. Under the agreement, ChipMOS BVI sold its entire remaining 45.0242% equity interests in Unimos Shanghai to Suzhou Oriza PuHua ZhiXin Equity Investment Partnership (L.P.) and other local Chinese investment management companies. In May 2024, the equity transfer of Unimos Shanghai had completed. Please see “Item 5. Operating and Financial Review and Prospects—Recent Acquisition” for additional information. The success of our acquisitions, investments, joint ventures and dispositions depends on a number of factors, including: •our ability to identify suitable investment, acquisition, joint venture or disposition opportunities; •our ability to reach an agreement for an acquisition, investment, joint venture or disposition opportunity on terms that are satisfactory to us or at all; •the extent to which we are able to exercise control over the acquired or joint venture company; •our ability to align the economic, business or other strategic objectives and goals of the acquired company with those of our company; and •our ability to successfully integrate the acquired or joint venture company or business with our company. If we are unsuccessful in our acquisitions, investments, joint ventures and dispositions, we may not be able to implement fully our business strategy to maintain or grow our business. We rely on key personnel, and our revenue could decrease and our costs could increase if we lose their services. We depend on the continued service of our executive officers and skilled engineering, technical and other personnel. We will also be required to hire a substantially greater number of skilled employees in connection with our expansion plans. In particular, we depend on a number of skilled employees in connection with our LCD, OLED, automotive panel and other display panel driver semiconductor assembly and testing services, and the competition for such employees in Taiwan is intense. We may not be able to either retain our present personnel or attract additional qualified personnel as and when needed. Moreover, we do not carry key person insurance for any of our executive officers nor do we have employment contracts with any of our executive officers. If we lose any of our key personnel, it could be very difficult to find and integrate replacement personnel, which could affect our ability to provide our services, resulting in reduced revenue and earnings. In addition, we may need to increase employee compensation levels in order to retain our existing officers and employees and to attract additional personnel. As of February 28, 2026, 33% of the workforce at our facilities are foreign workers employed by us under work permits that are subject to government regulations on renewal and other terms. Consequently, if the regulations in Taiwan relating to the employment of foreign workers were to become significantly more restrictive or if we are otherwise unable to attract or retain these workers at reasonable cost, we may be unable to maintain or increase our level of services and may suffer reduced revenue and earnings. 10 If our information technology systems, the information technology systems of our suppliers, and the information technology systems of service providers that share confidential information are subjected to cyberattacks by third parties around the world, our business and operations may be severely disrupted or even shut down, and our operating results, financial condition, prospects and reputation may also be materially and adversely affected. Even though we have established a comprehensive internet and computer security network, we cannot guarantee that the computer systems controlling or maintaining critical business functions will be completely protected from cyberattacks. Even if we have deployed tools to mitigate attacks, there is still a possibility that important corporate data could be lost in the event of a cyberattack, or that production lines could be forced to shut down until the problem is resolved. Cyberattacks can also lead to a loss or leakage of trade secrets and other sensitive information. While we continuously review and evaluate our cybersecurity policies and procedures, we cannot guarantee that we will not be affected by new risks and attacks in the ever-evolving cybersecurity threat environment. Malicious hackers may also attempt to disrupt our operations, extort money from us, regain control of our computer systems, or obtain unauthorized access to our sensitive information using new attack methods. These attacks could result in us paying compensation or damages arising from system delays or outages, incurring substantial costs for implementing remedial and improvement measures to further enhance network security, and could expose us to significant legal liabilities arising from legal proceedings or regulatory investigations related to such violations. We employ certain third-party service providers for us and our affiliates worldwide with whom we need to share highly sensitive and confidential information to enable them to provide the relevant services. While we require such third-party service providers to strictly fulfill the confidentiality and/or internet security requirements in our service agreements with them, there is no assurance that each of them will comply with such obligations. Moreover, such third-party service providers may also be susceptible to cyberattacks. If we or our service providers are not able to timely resolve the respective technical difficulties caused by such cyberattacks, or ensure the confidentiality, integrity and availability of our data (and data belonging to our customers and other third parties) or maintain control of our or our service providers’ computing systems, our commitments to our customers and other stakeholders may be materially impaired and our results of operations, financial condition, prospects and reputation may also be materially and adversely affected. Please see “Item 16K. Cybersecurity” for additional information. Risks Relating to Countries in Which We Conduct Operations Any future outbreak of health epidemics and outbreaks of contagious diseases may materially affect our operations and business. Any future outbreak of contagious diseases, such as avian influenza virus subtypes H5N1, H9N2 and H7N9 and swine influenza virus subtypes H1N1 and H3N2, New Influenza A or more commonly known as the “bird flu” and “swine flu”, Severe Acute Respiratory Syndrome (“SARS”), Middle East respiratory syndrome coronavirus (“MERS-CoV”), or COVID-19, for which there is inadequate treatment or no known cure or vaccine, may potentially result in a quarantine of infected employees and related persons, or even significant governmental measures being implemented to control the spread, including, among others, restrictions on travel, manufacturing and the movement of employees in many regions of the world. The occurrence could adversely affect our operations at one or more of our facilities or the operations of our customers or suppliers. We cannot predict the impact that any further future outbreak of the aforementioned viruses or other diseases could have on our business and results of operations. If any of our employees is suspected of having contracted any contagious disease, we may, under certain circumstances, be required to quarantine such employees and the affected areas of our premises, or adhere to governmental measures to control the spread. As a result, we may have to suspend part or all of our operations temporarily, or may experience delays in product development, a decreased ability to support our customers, and overall lack of productivity. Our customers may also experience closures of their manufacturing facilities or inability to obtain other components, either of which could negatively impact demand for our solutions. In addition, any future outbreak may restrict the level of economic activity in affected regions, which may also adversely affect our businesses. As a result, there is no assurance that any future outbreak of contagious diseases would not have a material adverse effect on our business, financial condition and results of operations. We face substantial political risk associated with doing business in the ROC, particularly due to the strained relations between the ROC and the PRC, which could negatively affect our business and the market price of our common shares or ADSs. Our principal executive offices and our assembly and testing facilities are located in the ROC. As a result, our business, financial condition and results of operations and the market price of our common shares or ADSs may be affected by changes in the ROC governmental policies and the political relationship between the ROC and the PRC, as well as social instability and diplomatic and social developments in or affecting the ROC which are beyond our control. The ROC has a unique international political status. The PRC government regards Taiwan as a province and does not recognize the legitimacy of the ROC as an independent country. Relations between the ROC and the PRC have often been strained. In March 2005, the PRC government enacted the “Anti-Secession Law” codifying its policy of retaining the right to use military force to gain control over Taiwan, particularly under what it considers as highly provocative circumstances, such as a declaration of independence by Taiwan or the refusal by the ROC to accept the PRC’s stated “One China” principle. 11 The PRC continues to ramp up pressures through various means on the ROC to accept the “One China” principle. It is uncertain how these different measures may affect our financial condition and results of operations, and there is no assurance that any future measures imposed by the PRC or ROC would not adversely affect our financial condition or results of operations. Past developments related to the interaction between the ROC and the PRC have on occasion depressed the market prices of the securities of Taiwanese or Taiwan-related companies, including our own. We cannot assure you any contentious situations between the ROC and the PRC will resolve in maintaining the current status quo or remain peaceful. Relations between the ROC and the PRC and other factors affecting military, political or economic stability in Taiwan could have a material adverse effect on our financial condition and results of operations, as well as the market price and the liquidity of our common shares or ADSs. The business and operations of our business associates and our own business operations are vulnerable to disruptions that may be caused by natural disasters and other events. The frequency and severity of catastrophic events, including natural disasters and severe weather has been increasing, in part due to climate change or systemic regional geological changes that manifest in damaging earthquakes. ChipMOS has manufacturing and other operations in locations susceptible to natural disasters, such as flooding, earthquakes, tsunamis, typhoons, and droughts that may cause interruptions or shortages in the supply of utilities, such as water and electricity that could disrupt operations. We currently provide most of our testing services through our facilities in the Hsinchu Science Park and the Hsinchu Industrial Park in Taiwan, and all of our assembly services through our facility in the Southern Taiwan Science Park, which are susceptible to earthquakes, tsunamis, flooding, typhoons, and droughts from time to time that may cause shortages in electricity and water or interruptions to our operations. Significant damage or other impediments to these facilities as a result of natural disasters, industrial strikes or industrial accidents could significantly increase our operating costs. The production facilities of many of our suppliers, customers and providers of complementary semiconductor manufacturing services, including foundries, are also located in Taiwan. If our customers are adversely affected by natural disasters or other events occurring in or affecting these geographic areas, it could result in a decline in the demand for our assembly and testing services. If our suppliers and providers of complementary semiconductor manufacturing services are affected by such events, our production schedule could be halted or delayed. As a result, a major earthquake, other natural disaster, industrial strike, industrial accident or other disruptive event occurring in or affecting Taiwan could severely disrupt our normal operation of business and have a material adverse effect on our financial condition and results of operations. ChipMOS has occasionally suffered power outages or surges in Taiwan caused by difficulties encountered by its electricity supplier, the Taiwan Power Company, or other power consumers on the same power grid, which have resulted in interruptions to our operations. Such shortages or interruptions in electricity supply could further be exacerbated by changes in the energy policy of the government which intends to make Taiwan a nuclear-free country. Earthquake and typhoon strikes have had a substantial impact on the semiconductor industry, such as Typhoon in July 2025, whose severe wind and heavy rain led to large-scale power outages and logistical disruptions across western Taiwan, testing the resilience of the supply chain. We maintain a comprehensive risk management system dedicated to the safety of people, the conservation of natural resources, and the protection of property. In order to effectively handle emergencies and natural disasters, at each facility management has developed comprehensive plans and procedures that focus on risk prevention, emergency response, crisis management and business continuity. All ChipMOS manufacturing factories have been ISO 14001 certified (environmental management system) and ISO 45001 certified (occupational health and safety management system). ChipMOS pays special attention to preparedness of emergency response to disasters, such as typhoons, floods and droughts caused by climate change, earthquakes and disruptions to water, electricity and other public utilities. We have established a company-wide taskforce dedicated to managing the risk of a water or electricity shortage that might arise due to climate change. Despite our preparedness, there is no assurance that any such natural disaster would not severely disrupt our normal operation of business and have a material adverse effect on our financial condition and results of operations. Any future outbreak of radiation-related disease as a result of nuclear power plant reactors damage caused by the Great East Japan Earthquake of 2011 may materially adversely affect our operations and business. The Great East Japan Earthquake of 2011 raises tremendous concerns about the possible effects of radiation emission from the damaged nuclear power plants. Japanese official authorities are working with experts in assessing the risk and determining the best courses of actions to implement to escape harmful radiation. The potential health effects due to exposure to harmful radiation may be temporary or permanent harmful effects in nature. 12 Multiple radioactive gases could possibly be emitted in a situation where uranium attains a “meltdown” state, which is a severe overheating of the core of a nuclear reactor, in which the core melts and radiation and heat are caused to escape. This would occur if the containment system partially or fully fails. The particles that are released with the gases due to the meltdown would be the spewed particles of iodine-131, strontium-90 and cesium-137. These might enter into a human by being swallowed, absorbed through the skin, or inhaled. Depending on the chemical characteristics of each of these and their predilection for certain body tissues, they could cause cancers of such organs as bones, soft tissues near bones, thyroid gland, and the bone marrow (typically known as leukemia). Acute or very high level radiation exposure can cause a person to become very ill or to die quickly. Ionizing radiation, which is defined as high-energy particles or electromagnetic waves that can break chemical bonds, damage humans by disrupting cellular function, particularly in tissues with rapid growth and turnover of cells. Intense, high level and/or excessive radiation exposure may result in acute radiation syndrome whereby harmful effects to the human body may be evidenced by skin burns, internal organ deterioration, bleeding, vomiting, bone marrow distortion and deaths. If the radiation exposure is less intense and/or more prolonged at a lower level, then the central nervous system, kidneys, thyroid gland, and liver may be affected. Cancer is the most well-known effect, and may affect virtually any significantly exposed tissue. Certain health effects due to exposure to harmful radiation does not have adequate treatment or known cure or vaccine, consequently, may potentially result in a quarantine of infected employees and related persons, and adversely affect our operations at one or more of our facilities or the operations of our customers or suppliers. We cannot predict the probability of any future outbreak of radiation related diseases as a possible result of nuclear power plants damage caused by the Great East Japan Earthquake of 2011 or the extent of the material adverse impact that this could have on our business and results of operations. Risks Relating to Our Common Shares or ADSs The Company’s ability to maintain its listing and trading status of common shares on the Taiwan Stock Exchange or ADSs on the Nasdaq Stock Market is dependent on factors outside of the Company’s control and satisfaction of stock exchange requirements. The Company may not be able to overcome such factors that disrupt its trading status of common shares on the Taiwan Stock Exchange or ADSs on the Nasdaq Stock Market or satisfy other eligibility requirements that may be required of it in the future. The Company became listed and commenced trading its common shares on the main board of Taiwan Stock Exchange (“TWSE”) on April 11, 2014 and its ADSs on the Nasdaq on November 1, 2016. For a TWSE-listed and Nasdaq-listed company to continue trading on the main board of TWSE and Nasdaq depends in part on market conditions and other factors that may not within the control of the Company. For these reasons there can be no assurance that the Company’s shares will continue to be listed or traded on the TWSE or ADSs will continue to be listed or traded on the Nasdaq. Volatility in the price of our common shares or ADSs may result in shareholder litigation that could in turn result in substantial costs and a diversion of our management’s attention and resources. The financial markets in the United States and other countries have experienced significant price and volume fluctuations, and market prices of technology companies have been and continue to be extremely volatile. Volatility in the price of our common shares or ADSs may be caused by factors outside of our control and may be unrelated or disproportionate to our results of operations. Shareholders of public companies such as the Company frequently institute securities class action litigations against companies following periods of volatility in the market price of public company securities including common shares and ADSs. Litigation of this kind against the Company could result in substantial costs and a diversion of our management’s attention and resources. Certain provisions in our constitutive documents and in our severance agreements with our executive officers make the acquisition of us by another company more difficult and costly and therefore may delay, defer or prevent a change of control. We entered into change in control severance agreements with certain management pursuant to which we agreed to pay certain severance payments if a change in control event (as defined in the change in control severance agreements) occurs and the employment of such executive officer is terminated by our company other than for cause or by such executive officer for good reasons within two years following the occurrence of the change in control event. These agreements may increase the cost of a party seeking to effect a change in control of our company. Future sales, pledge or issuance of common shares or ADSs by us or our current shareholders could depress our share price or ADSs price and you may suffer dilution. Sales of substantial amounts of common shares or ADSs in the public market, the perception that future sales may occur, or the pledge of a substantial portion of our common shares or ADSs could depress the prevailing market price of our common shares or ADSs. See “Item 7. Major Shareholders and Related Party Transactions—Major Shareholders” for further information about our major shareholders. 13 The Company was listed and commenced trading of common shares on the main board of TWSE on April 11, 2014. See “—Risks Relating to Our Common Shares or ADSs—The Company’s ability to maintain its listing and trading status of common shares on the Taiwan Stock Exchange or ADSs on the Nasdaq is dependent on factors outside of the Company’s control and satisfaction of stock exchange requirements. The Company may not be able to overcome such factors that disrupt its trading status of common shares on the Taiwan Stock Exchange or ADSs on the Nasdaq or satisfy other eligibility requirements that may be required of it in the future” for additional information on the Company’s listing on the main board of TWSE. We plan to issue, from time to time, additional shares in connection with employee compensation and to finance possible future capital expenditures, investments or acquisitions. The issuance of additional shares may have a dilutive effect on other shareholders and may cause the price of our common shares or ADSs to decrease. Holders of Our ADSs do not have the same voting rights as holders of our common shares. Under the ROC Company Act, except under limited circumstances, shareholders have one vote for each common share held. See “Item 10. Additional Information—Voting Rights” for a discussion of voting rights of holders of our common shares. Holders of our ADSs do not have the same voting rights as holders of our common shares. Instead, the voting rights of a holder of our ADSs are governed by the Deposit Agreement and are able to exercise voting rights on an individual basis as follows: if a holder of our ADSs outstanding at the relevant record date instructs the depositary to vote in a particular manner for or against a resolution, including the election of directors, the depositary will cause all the shares represented by such holder’s ADSs to be voted in that manner. If the depositary does not receive timely instructions from a holder of our ADSs outstanding at the relevant record date to vote in a particular manner for or against any resolution, including the election of directors, such holders of our ADSs will be deemed to have instructed the depositary or its nominee to give a discretionary proxy to a person designated by the Company to vote all the shares represented by such holder’s ADSs at the discretion of such person, which may not be in the interest of holders of our ADSs. If a non-ROC holder of our ADSs withdraws and holds our shares, such holder of our ADSs will be required to appoint a tax guarantor, local agent and custodian in the ROC and register with the TWSE in order to buy and sell securities on the TWSE. When a non-ROC holder of our ADSs elects to withdraw and hold our shares represented by our ADSs, such holder of our ADSs will be required to appoint an agent for filing tax returns and making tax payments in the ROC. Such agent will be required to meet the qualifications set by the ROC Ministry of Finance and, upon appointment, will become the guarantor of the withdrawing holder’s tax payment obligations. Evidence of the appointment of a tax guarantor, the approval of such appointment by the ROC tax authorities and tax clearance certificates or evidentiary documents issued by such tax guarantor may be required as conditions to such holder repatriating the profits derived from the sale of our shares. We cannot assure you that a withdrawing holder will be able to appoint, and obtain approval for, a tax guarantor in a timely manner. In addition, under the current ROC law, such withdrawing holder is required to register with the TWSE and appoint a local agent in the ROC to, among other things, open a bank account and open a securities trading account with a local securities brokerage firm, pay taxes, remit funds and exercise such holder’s rights as a shareholder. Furthermore, such withdrawing holder must appoint a local bank or local securities firm to act as custodian for confirmation and settlement of trades, safekeeping of securities and cash proceeds and reporting and declaration of information. Without satisfying these requirements, non-ROC withdrawing holders of our ADSs would not be able to hold or otherwise subsequently sell our shares on TWSE or otherwise. Appointment of an agent or a tax guarantor might also incur additional costs. Pursuant to Mainland investors regulations, only qualified domestic institutional investors (the “QDIIs”, each a “QDII”) or persons that have otherwise obtained the approval from the Ministry of Economic Affairs, ROC (the “MOEA”) and registered with the TWSE are permitted to withdraw and hold our shares from a depositary receipt facility. In order to hold our shares, such QDIIs are required to appoint an agent and custodian as required by the Mainland investors regulations. If the aggregate amount of our shares held by any QDII or shares received by any QDII upon a single withdrawal accounts for 10.0% of our total issued and outstanding shares, such QDII must obtain the prior approval from the MOEA. We cannot assure you that such approval would be granted. 14 Restriction on the ability to deposit our shares into our ADR facility may adversely affect the liquidity and price of our ADSs. The ability to deposit our shares into our ADR facility is restricted by the ROC law. Under the current ROC law, no person or entity, including you and the Company, may deposit our shares into our ADR facility without specific approval of the Financial Supervisory Commission of the ROC, or the FSC, unless: (1)we pay stock dividends on our shares; (2)we make a free distribution of our shares; (3)holders of our ADSs exercise preemptive rights in the event of capital increases; or (4)to the extent permitted under the Deposit Agreement and the relevant custody agreement and within the amount of depositary receipts which have been withdrawn and canceled, investors purchase our shares, directly or through the depositary, on the TWSE, and deliver our shares to the custodian for deposit into our ADR facility, or our existing shareholders deliver our shares to the custodian for deposit into our ADR facility. With respect to item (4) above, the depositary may issue our ADSs against the deposit of our shares only if the total number of our ADSs outstanding following the deposit will not exceed the number of our ADSs previously approved by the FSC, plus any our ADSs issued pursuant to the events described in items (1), (2) and (3) above. In addition, in the case of a deposit of our shares requested under item (4) above, the depositary will refuse to accept deposit of such our shares if such deposit is not permitted under any legal, regulatory or other restrictions notified by the Company to the depositary from time to time, which restrictions may include blackout periods during which deposits may not be made, minimum and maximum amounts and frequency of deposits. The rights of holders of our ADSs to participate in our rights offerings are limited, which could cause dilution to your holdings. The Company may from time to time distribute rights to its shareholders, including rights to acquire its securities. Under the Deposit Agreement, the depositary will not offer holders of our ADSs those rights unless both the distribution of the rights and the underlying securities to all our ADS holders are either registered under the Securities Act or exempt from the registration under the Securities Act. Although the Company may be eligible to take advantage of certain exemptions under the Securities Act available to certain foreign issuers for rights offering, the Company can give no assurances that it will be able to establish an exemption from registration under the Securities Act, and it is under no obligation to file a registration statement for any of these rights. Accordingly, holders of our ADSs may be unable to participate in our rights offerings and may experience dilution of their holdings. If the depositary is unable to sell rights that are not exercised or not distributed or if the sale is not lawful or reasonably practicable, it will allow the rights to lapse, in which case holders of our ADSs will receive no value for these rights. Changes in exchanges controls which restrict your ability to convert proceeds received from your ownership of our ADSs may have an adverse effect on the value of your investment. Under the current ROC law, the depositary may, even without obtaining approvals from the Central Bank of the Republic of China (Taiwan) or any other governmental authority or agency of the ROC, convert NT dollars into other currencies, including US dollars, for: •the proceeds of the sale of common shares represented by ADSs or received as stock dividends from our shares and deposited into the depositary receipt facility; and •any cash dividends or cash distributions received. In addition, the depositary may also convert into NT dollars incoming payments for purchase of common shares for deposit in ADR facility against the creation of additional ADSs. However, the depositary may be required to obtain foreign exchange approval from the Central Bank of the Republic of China (Taiwan) on a payment-by-payment basis for conversion from NT dollars into foreign currencies of the proceeds from the sale of subscription rights for new common shares. We cannot assure you that any approval will be obtained in a timely manner, or at all. Under the ROC Foreign Exchange Control Law, the Executive Yuan of the ROC government may, without prior notice but subject to subsequent legislative approval, impose foreign exchange controls in the event of, among other things, a material change in international economic conditions. We cannot assure you that foreign exchange controls or other restrictions will not be introduced in the future. 15
Overview of the Company We are one of the leading independent providers of semiconductor assembly and testing services. Specifically, we are one of the leading independent providers of testing and assembly services for LCD, OLED, automotive panel and other display panel driver s…
Overview of the Company We are one of the leading independent providers of semiconductor assembly and testing services. Specifically, we are one of the leading independent providers of testing and assembly services for LCD, OLED, automotive panel and other display panel driver semiconductors and advanced memory and logic/mixed-signal products in Taiwan. The depth of our engineering expertise and the breadth of our assembly and testing technologies enable us to provide our customers with advanced and comprehensive assembly and testing services. In addition, our geographic presence in Taiwan is attractive to customers wishing to take advantage of the logistical and cost efficiencies stemming from our close proximity to foundries and producers of consumer electronic products in Taiwan. Our production facilities are located in Hsinchu and Tainan, Taiwan. Our Structure and History We are a company limited by shares, incorporated on July 28, 1997, under the ROC Company Act, under the name “ChipMOS TECHNOLOGIES INC.” (“ChipMOS Taiwan”), as a joint venture company between Mosel Vitelic Inc. (“Mosel”) and Siliconware Precision Industries Co., Ltd. (“Siliconware Precision”) and with the participation of other investors. Our operations consist of the assembly and testing of semiconductors as well as gold bumping and memory module manufacturing. Our principal place of business is located at No. 1, R&D Road 1, Hsinchu Science Park, Hsinchu, Taiwan, ROC and its phone number is +886-3-577-0055 and our internet website address is “www.chipmos.com”. The Company listed and commenced trading on the main board of TWSE on April 11, 2014. According to the merger agreement, entered between the Company and ChipMOS TECHNOLOGIES (Bermuda) LTD. (“ChipMOS Bermuda”) dated January 21, 2016 (the “Merger Agreement”), ChipMOS Bermuda merged with and into the Company, with the Company being the surviving company after the Merger. The transaction was accounted as capital reorganization within the Company and its subsidiaries (the “Group”), please see “Item 5. Operating and Financial Review and Prospects—Recent Acquisitions”. Any common shares of ChipMOS Bermuda issued and outstanding immediately prior to the effective time of the Merger was cancelled and, in exchange, each former holder of such cancelled common shares of ChipMOS Bermuda was entitled to receive, with respect to each such share (i) US$3.71 in cash, without interest, and (ii) 0.9355 ADSs representing 18.71 shares of the Company (each ADS representing 20 new common shares, par value of NT$10 each, to be issued by the Company) in exchange for each of ChipMOS Bermuda’s common share held (the US$3.71 in cash and together with the ADSs, the “Merger Consideration”). The Merger was completed and effective on October 31, 2016. The Company issued 512,405,340 common shares represented by the ADSs and the ADSs were listed on the Nasdaq on November 1, 2016. 16 The following chart illustrates our corporate structure and our equity interest in each of our principal subsidiaries as of the date of this Annual Report on Form 20-F. Note: (1)Under IFRS 10, “Consolidated Financial Statements”, we are required to consolidate the financial results of any subsidiaries in which we hold a controlling interest or voting interest in excess of 50% or we have the power to direct or cause the direction of the management and policies, notwithstanding the lack of majority ownership. Since 2020, we have consolidated the financial results of ChipMOS U.S.A., Inc. (“ChipMOS USA”), ChipMOS BVI, and ChipMOS SEMICONDUCTORS (Shanghai) LTD. (“ChipMOS Shanghai”), a wholly-owned subsidiary of ChipMOS BVI. Agreements with Tsinghua Unigroup Ltd. On November 30, 2016, the Equity Interest Transfer Agreements among ChipMOS BVI, a wholly-owned subsidiary of the Company, and some strategic investors which including Unigroup Guowei, a subsidiary of Tsinghua Unigroup, were executed. Pursuant to the Equity Interest Transfer Agreements, ChipMOS BVI would sell 54.98% equity interests of its wholly-owned subsidiary, Unimos Shanghai, to the strategic investors, and Unigroup Guowei would hold 48% equity interests of Unimos Shanghai, and the other strategic investors, including a limited partnership owned by Unimos Shanghai’s employees, would own approximately 6.98% equity interest of Unimos Shanghai. The transaction was completed in March 2017. Unimos Shanghai is no longer the subsidiary of the Company following the completion of equity interest transfer. Also pursuant to the agreement, ChipMOS BVI and the strategic investors agreed to further invest RMB 1,074 million into Unimos Shanghai. The further investment was completed in two tranches, one in July 2017 at RMB 687 million and one in February 2018 at RMB 387 million. On December 16, 2019, Unigroup Guowei and one of the strategic investor sold and transferred all equity interests of Unimos Shanghai to Yangtze Memory, which holds 50% equity interests of Unimos Shanghai after completed transaction. On May 11, 2020, one of the strategic investor sold and transferred all equity interests of Unimos Shanghai to Yangtze Memory Technologies Co., Ltd. (“Yangtze Memory”), which holds 50.94% equity interests of Unimos Shanghai after completed transaction. On July 24, 2023, Yangtze Memory sold and transferred all equity interests of Unimos Shanghai to Yangtze Memory Technologies Holding Co., Ltd., (“Yangtze Memory Holding”), which holds 50.94% equity interests of Unimos Shanghai after completed transaction. 17 Agreements with Suzhou Oriza PuHua ZhiXin Equity Investment Partnership (L.P.) On December 21, 2023, the Company’s Board of Directors approved its wholly-owned subsidiary, ChipMOS BVI to sell its entire 45.0242% equity interests in Unimos Shanghai for a total sale price of RMB 979.3 million in cash. Under the agreement, ChipMOS BVI sold its entire remaining 45.0242% equity interests in Unimos Shanghai to Suzhou Oriza PuHua ZhiXin Equity Investment Partnership (L.P.) and other local Chinese investment management companies. ChipMOS BVI completed the equity interest transfer of Unimos Shanghai in May 2024, and fully received the consideration amounted in December 2024. For additional information on the transaction, see “Item 5. Operating and Financial Review and Prospects—Recent Acquisition”. Our Principal Consolidated Subsidiaries Below is a description of our principal consolidated subsidiaries: ChipMOS TECHNOLOGIES (BVI) LTD., or formerly known as MODERN MIND TECHNOLOGY LIMITED ChipMOS BVI was incorporated in the British Virgin Islands in January 2002. ChipMOS SEMICONDUCTORS (Shanghai) LTD. ChipMOS Shanghai was incorporated in Mainland China in March 2020, which is a wholly-owned subsidiary of ChipMOS BVI. It primarily engaged in providing marketing of semiconductors and electronic related produces, for its parent company and affiliates, throughout Mainland China. ChipMOS U.S.A., Inc. ChipMOS USA was incorporated in the United States of America in October 1999. It is primarily engaged in providing marketing of semiconductors and electronic related produces, for its parent company and affiliates, throughout the United States of America. ChipMOS USA began generating revenue in 2001. Industry Background We provide a broad range of back-end assembly and testing services. Testing services include engineering test, wafer probing and final test of memory and logic/mixed-signal semiconductors. We also offer a broad selection of leadframe- and organic substrate-based package assembly services for memory and logic/mixed-signal semiconductors. In addition, we provide gold bumping, reel to reel assembly and testing services for LCD, OLED, automotive panel and other display panel driver semiconductors by employing COF and COG technologies. Semiconductors tested and assembled by us are used in personal computers, graphics applications such as game consoles, communications equipment, mobile products, such as cellular handsets, tablets, consumer electronic products, automotive/industry and display applications such as display panels. In 2025, 23.7% of our revenue was derived from testing services for memory and logic/mixed-signal semiconductors, 28.6% from assembly services for memory and logic/mixed-signal semiconductors, 24.5% from Display panel driver semiconductor assembly and testing services and 23.2% from bumping services for semiconductors, respectively. In additional, stable long-term demand and high margin are basic characters of automotive application. More semiconductor chips and display panel are consumed with the trend of popularization of automotive panels and Electric Vehicle (EV) could benefit our margin and increase our earnings. Semiconductor Industry Trends Growth in the semiconductor industry is largely driven by end-user demand for consumer electronics, communications equipment and computers. Semiconductors are critical components of these products and applications. Geopolitics and tariff pressures are contributing factors to overall semiconductor industry supply chain inventory level increases and decreases in end-user demand, except AI. Ongoing fluctuations in our markets related to these factors potentially affect our results of operations. 18 Memory Semiconductor Market The potential for memory market growth is linked to anticipated memory content increases in consumer electronics, data center, wireless base-station, PC and smartphone applications due to updated system requirements (such as 5G & wifi 6), increasing use of storage, graphics in gaming and other applications. The memory market is dominated by two segments-DRAM and flash memory. Potential growth in the DRAM and NAND Flash market is expected to be driven by continued growth in both the commodity and niche DRAM market, as well as growth opportunities in mobile DRAM as memory requirements significantly increase for mobile applications and storage requirement for data center application. Flash memory market potential growth is expected to be driven by increasing memory requirements for cellular handsets, digital cameras, digital audio/video, server, wireless base-station and other mobile applications, and new application demand of NOR flash for automotive/industry, OLED panel and touch with display driver integration (TDDI). However, driven by improving demand for high-value memory solutions, particularly in data center and AI-related applications and EOL of DDR4 led memory in super cycle since second half of 2025. LCD, OLED, automotive panel and Other Display panel Driver Semiconductor Market Display panels are used in applications such as desktop monitors, notebooks, tables, television sets, cellular handsets and digital cameras. The end-user demand for LCD, OLED, automotive panel and other display panel driver semiconductors tends to very over time. The soft demand of TVs impacted our utilization level of COF assembly. Also, as more and more displays are installed in cars and EV, more driver IC grew for automotive application in 2025. Logic/Mixed-Signal Semiconductor Market The communications market is one of the main drivers of potential growth in the semiconductor industry. Logic/mixed-signal semiconductors, which are chips with analog functionality covering more than half of the chip area, are largely used in the communications market. The increasing use of digital technology in communications equipment requires chips with both digital and analog functionality for applications such as modems, network routers, switches, cable set-top boxes and cellular handsets. As the size and cost of cellular handsets and other communications-related devices have decreased, components have increased in complexity. Logic/mixed-signal semiconductors, such as LCD controller, power devices, fingerprint sensors and MEMS products, TV scaler and DVD controllers, are also used in consumer electronic products. We plan to expand our logic and mixed-signal product portfolio from MEMS and TV SOC products to include PMIC of DDR5 modules, logic product for smart devices serving high-tech and healthcare. We also plan to support ASIC for AI related application products to enhance the long-term growth momentum of our logic and mixed-signal product line. This represents a significant new market expansion opportunity. We view these as high return, multi-year opportunities with the potential to meaningfully drive growth and create shareholder value. Overview of the Semiconductor Manufacturing Process The manufacturing of semiconductors is a complex process that requires increasingly sophisticated engineering and manufacturing expertise. The manufacturing process may be broadly divided into the following stages: 19 Process Description Circuit Design The design of a semiconductor is developed by laying out circuit patterns and interconnections. Wafer Fabrication Wafer fabrication begins with the generation of a photomask, a photographic negative onto which a circuit design pattern is etched or transferred by an electron beam or laser beam writer. Each completed wafer contains many fabricated chips, each known as a die. Wafer Probe Each individual die is then electrically tested, or probed, for defects. Dies that fail this test are discarded, or, in some cases, salvaged using laser repair. Assembly The assembly of semiconductors serves to protect the die, facilitates its integration into electronic systems and enables the dissipation of heat. The process begins with the dicing of the wafers into chips. Each die is affixed to a leadframe-based or organic substrate-based substrate. Then, electrical connections are formed, in many cases by connecting the terminals on the die to the inner leads of the package using fine metal wires. Finally, each chip is encapsulated for protection, usually in a molded epoxy enclosure. Final Test Assembled semiconductors are tested to ensure that the device meets performance specifications. Testing takes place on specialized equipment using software customized for each application. For memory semiconductors, this process also includes “burn-in” testing to screen out defective devices by applying very high temperatures and voltages onto the memory device. Outsourcing Trends in Semiconductor Manufacturing Historically, integrated device manufacturers (“IDMs”), designed, manufactured, tested and assembled semiconductors primarily at their own facilities. In recent years, there has been a trend in the industry to outsource various segments of stages in the manufacturing process to reduce the high fixed costs resulting from the continuously more complex manufacturing process. Virtually every significant stage of the manufacturing process can be outsourced. The independent semiconductor manufacturing services market currently consists of wafer fabrication and probing services and semiconductor assembly and testing services. Most of the world’s major IDMs now use some independent semiconductor manufacturing services to maintain a strategic mix of internal and external manufacturing capacity. Many of these IDMs are continuously significantly reducing their investments in new semiconductor assembly and testing facilities. The availability of technologically advanced independent semiconductor manufacturing services has also enabled the growth of “fabless” semiconductor companies that focus exclusively on semiconductor design and marketing and outsource fabrication, assembly and testing requirements to independent companies. We believe the outsourcing of semiconductor manufacturing services, and in particular of assembly and testing services, will increase for many reasons, including the following: Significant Capital Expenditure Requirements. Driven by increasingly sophisticated technological requirements, wafer fabrication, assembly and testing processes have become highly complex, requiring substantial investment in specialized equipment and facilities and sophisticated engineering and manufacturing expertise. In addition, product life cycles have been shortened magnifying the need to continuously upgrade or replace manufacturing, assembly and testing equipment to accommodate new products. As a result, new investments in in-house fabrication, assembly and testing facilities are becoming less desirable for IDMs because of the high investment costs, as well as difficulties in achieving sufficient economies of scale and utilization rates to be competitive with the independent service providers. On the contrary, independent foundry, assembly and testing companies are able to realize the benefits of specialization and achieve economies of scale by providing services to a large customer base across a wide range of products. This enables them to reduce costs and shorten production cycles through high capacity utilization and process expertise. Increasing Focus on Core Competencies. As the costs of semiconductor manufacturing facilities increase, semiconductor companies are expected to further outsource wafer fabrication, assembly and testing requirements to focus their resources on core competencies, such as semiconductor design and marketing. Time-to-Market Pressure. Increasingly short product life cycles have amplified time-to-market pressure for semiconductor companies, leading them to rely more and more on independent companies as a key source for effective wafer fabrication, assembly and testing services. 20 Semiconductor Assembly and Testing Services Industry Growth in the semiconductor assembly and testing services industry is driven by increased outsourcing of the various stages of the semiconductor manufacturing process by IDMs and fabless semiconductor companies. The Semiconductor Industry and Conditions of Outsourcing in Taiwan and Mainland China Taiwan is one of the world’s leading locations for outsourced semiconductor manufacturing. The semiconductor industry supply chain in Taiwan has developed such that the various stages of the semiconductor manufacturing process have been disaggregated, thus allowing for specialization. The disaggregation of the semiconductor manufacturing process in Taiwan permits these semiconductor manufacturing service providers to focus on particular parts of the production process, develop economies of scale, maintain higher capacity utilization rates and remain flexible in responding to customer needs by lowering time-to-market pressure faced by semiconductor companies. There are several leading service providers in Taiwan, each of which offers substantial capacity, high-quality manufacturing, leading semiconductor wafer fabrication, test, assembly and process technologies, and a full range of services. These service providers have access to an educated labor pool and a large number of engineers suitable for sophisticated manufacturing industries. As a result, many of the world’s leading semiconductor companies outsource some or all of their semiconductor manufacturing needs to Taiwan’s semiconductor manufacturing service providers and take advantage of the close proximity among facilities in the supply chain. In addition, companies located in Taiwan are very active in the design and manufacture of electronic systems, which has created significant local demand for semiconductor devices. A few years ago, Mainland China had emerged as an attractive location for outsourced semiconductor manufacturing. Companies could take advantage of strongly supports by Mainland China government to accelerate the development of the semiconductor industry and a large domestic market. These factors had driven increased relocation of much of the electronics industry manufacturing and supply chain to Mainland China. But according to the economics uncertainty caused by the trade tensions and US semiconductor restrictions, the related investment risk in China is increasing. An increasing number of global electronic systems manufacturers and contract manufacturers are relocating or have relocated production facilities away from Mainland China. However, following the supply chain reshuffle after COVID-19, along with government subsidies and local production requirements, the competition pressure from DDIC supplier in Mainland China has gradually increased. Our Strategy Our goal is to reinforce our position as a leading independent provider of semiconductor assembly and testing services, concentrating principally on memory, logic/mixed-signal and OLED, automotive panel and other display panel driver semiconductors. The principal components of our business strategy are set forth below. Focus on Providing Our Services to Potential Growth Segments of the Semiconductor Industry. We intend to continue our focus on developing and providing advanced assembly and testing services for potential growth segments of the semiconductor industry, such as memory, logic/mixed-signal, OLED, automotive panel and other display panel driver semiconductors and bumping services. We believe that our investments in equipment and research and development in some of these areas allow us to offer a service differentiated from that of our competition. In order to benefit from the expected resumption of growth in these segments, we intend to continue to invest in capacity to meet the assembly and testing requirements of these key semiconductor market segments. Continue to Invest in the Research and Development of Advanced Assembly and Testing Technologies. Critical to our business growth is the continuation to expand our capabilities in testing and assembly and integrate wafer bumping and assembly core technologies to provide turn-key total solution service to our customers. We typically focus on advanced technologies that consist of greater potentials to generate higher margins. For example, we conducted new product introductions and on an on-going basis continue to expand our capabilities in fine-pitch wafer bumping, multi-chip package (“MCP”) and flip chip packaging. We are also introducing a low cost silver alloy bump products based on our intellectual property to service display panel market. We continue to maintain close working relationships with local and overseas research institutions and universities to keep abreast with leading edge technologies and broaden the scope of applications. In 2026, we focus our research and development efforts in the following areas: •Develop Eco-friendly with low curing-temperature PI materials for RDL redistribution products. •Develop a fluxless reflow process for Cu pillar products. •Development of ultra-fine pitch (IL pitch : 14 um) COF inner-lead flip-chip packaging technology. •Development of enhancement the 3PB face-down die strength packaging technology for LASER product. 21 •Develop multi-chip flash memory stacked BGA packaging technology. •Develop next-generation game card memory packaging technology. In 2025, we spent approximately 4.5% of our revenue on research and development. We will continue to invest our resources to recruit and retain experienced research and development personnel. As of February 28, 2026, our research and development team comprised 651 employees. Build on Our Strong Presence in Taiwan and Strong Industrial Position Outside Taiwan. We intend to build on our strong presence in key centers of semiconductor and electronics manufacturing to grow our business. Currently, most of our operations are in Taiwan, one of the world’s leading locations for outsourced semiconductor manufacturing. This presence provides us with several advantages. Firstly, our proximity to other semiconductor companies is attractive to customers who wish to outsource various stages of the semiconductor manufacturing process. Secondly, our proximity to many of our suppliers, customers and the end-users of our customers’ products enables us to be involved in the early stages of the semiconductor design process, enhances our ability to quickly respond to our customers’ changing requirements and shortens our customers’ time-to-market. Thirdly, we have access to an educated labor pool and a large number of engineers who are able to work closely with our customers and other providers of semiconductor manufacturing services. Depending on customer’s demands, market conditions and other relevant considerations, we may from time to time look into other opportunities to expand our operations outside of Taiwan. Expand Our Offering of Vertically Integrated Services. We believe that one of our competitive strengths is our ability to provide vertically integrated services to our customers. Vertically integrated services consist of the integrated testing, assembly and direct shipment of semiconductors to end-users designated by our customers. Providing vertically integrated services enables us to shorten lead times for our customers. Time-to-market and cost are sources of competitive advantage for our customers. As a result, our customers increasingly value our ability to provide them with comprehensive back-end services. We are able to offer vertically integrated services for a broad range of products, including memory, logic/mixed-signal and LCD, OLED, automotive panel and other display panel driver semiconductors. These services offerings include complementary technologies, products and services as well as additional capacity. We believe that these will continue to enhance our own development and expansion efforts into new and potential growth markets. We intend to establish new alliances with leading companies and, if suitable opportunities arise, engage in merger and acquisition activities that will further expand the services we can provide. Focus on Increasing Sales through Long-Term Agreements with Key Customers as well as Business with Smaller Customers. From time to time, we strategically agree to commit a portion of our assembly and testing capacity to certain of our customers. We intend to continue focus on increasing sales to key customers through long-term capacity agreements. The customers with which we entered long-term agreements include a reputable memory customer based in the U.S. See “—Customers” below for a more detailed discussion of these long-term agreements. Global market and economic conditions have been unprecedented and challenging with tight credit conditions and recession in most major economies since 2008. In the fourth quarter of 2021, a long term 3-year capacity secure agreement with our customer about high end wafer test for OLED and other display panel driver demand was settled to reduce our investment risk. Meanwhile, driven by the strong rebound in memory market since the second half of 2025, we finalized a long term 3-year memory wafer test capacity take-or-pay contract in the beginning of 2026. We also resumed our focus on our business with smaller customers or customers who do not place orders on a regular basis. We believe that the dual focused strategy will assist us to be better prepared for the current economic volatility and ensure maximum utilization rate of our capacity and help us to develop closer relationships with all types of our customers. 22 Principal Products and Services The following table presents, for the periods shown, revenue by service segment as a percentage of our revenue. Year ended December 31, 2023 2024 2025 Testing 20.6% 21.9% 23.7% Assembly 21.7% 23.8% 28.6% Display panel driver semiconductor assembly and testing 36.6% 32.2% 24.5% Bumping 21.1% 22.1% 23.2% Total revenue 100.0% 100.0% 100.0% Memory and Logic/Mixed-Signal Semiconductors Testing We provide testing services for memory and logic/mixed-signal semiconductors: Memory. We provide testing services for huge amount of varieties of memory semiconductors, such as SRAM, DRAM and Flash memory. To speed up the time-consuming process of memory product testing, we provide parallel test, which includes the completion of a tested wafer in one touchdown (up to 3,000 plus DUTs testing simultaneously). Wafer type includes Aluminum PAD, RDL PAD, Cu Pillar, WLCSP and prober test temperature between -55°~150° and provide 143MHz to 600 MHz test speed for DRAM product, 50MHz ~ 400 MHz test speed for FLASH product. Component type (FT) includes TSOP, BGA, LGA, WSON, SOP packages, the maximum parallel test is 512Dut per handler with a handler test temperature range between -55°~125° and support for test speed from 70MHz to 400 MHz for FLASH products, and 250MHz to 4.5GHz for DRAM products. The memory semiconductors we tested were applying primarily in desktop computers, laptop, tablet computers, handheld consumer electronic, devices and wireless communication devices. Logic/Mixed-Signal. We conduct tests on a wide variety of logic/mixed-signal semiconductors, with lead counts ranging from the single digits to over 1536 and data rate of up to 16Gbps. The semiconductors we test include high-end audio/video codec, networking/communications, MCU, LCD related, MEMS related, DDR related and automotive electronics used for home entertainment/media center, wearable devices, personal computer applications, network/communication, mobile smart devices and cars. We also test a variety of application specific integrated circuits (“ASICs”), for applications such as FHD/UHD/8K LCD TVs with AI functions, Smartphone, Tablet PC and Cars and other applications/end markets. The following is a description of our pre-assembly testing services: Wafer Probing. Wafer probing is a processing stage proceeding to the assembly of semiconductors and which involves visual inspection and electrical testing to ensure the processed wafers meets our customers’ specifications. Tests are conducted using specialized equipment with software customized for each application in different temperature conditions ranging from -55 degrees Celsius to 150 degrees Celsius. Wafer probing employs sophisticated design and manufacturing technologies to connect the terminals of each chip for testing. Defect chips are marked on the surface or memorized in an electronic file, known as a mapping file, to the following facilitate subsequent process. Laser Repairing. This is a unique process in testing operation for special SOC memory products. In laser repairing, specific poly or metal fuses are blown after wafer probing to enable a spare row or column of a memory unit in SOC the replacement of the defective memory cell. After assembly, we perform the following testing services: Burn-In Testing. This process screens out unreliable products using high temperature, high voltage and prolonged stresses environment to ensure that finished products will survive a long period of end-user service. This process is used only for memory products. This process needs customized Burn-In board. Top Marking. By using laser marker, the marking content were according to our customers’ specification, including the logo, part number, date code and lot number. Final Testing. Assembled semiconductors are tested to ensure that the devices meet performance specifications. Tests are conducted using specialized equipment with software customized for each application in different temperature conditions ranging from -55 degrees Celsius to 125 degrees Celsius. 23 Final Inspection and Packing. Final inspection involves visual or auto-inspection of the devices to check any bent leads, ball damage, inaccurate markings or other package defects. Packing involves dry packing, package-in-tray, package-in-tube and tape and reel. According to package level, Dry packing involves heating semiconductors in a tray at 125 degrees Celsius for about four to six hours to remove the moisture before the semiconductors are vacuum-sealed in an aluminum bag. Package-in-tube involves packing the semiconductors in anti-static tubes for shipment. Tape and reel pack involves transferring semiconductors from a tray or tube onto an anti-static embossed tape and rolling the tape onto a reel for shipment to customers. Assembly Our assembly services generally involve the following steps: Wafer Lapping The wafers are ground to their required thickness. Die Saw Wafers are cut into individual dies, or chips, in preparation for the die-attach process. Die Attach Each individual die is attached on the leadframe or organic substrate. Wire Bonding Using gold or silver wires, to connect the I/O pads on the die to the inner lead of leadframe or substrate. Flip Chip Bonding Using solder bumps or Cu pillar bumps on die, to connect the leadframe or substrate pad via soldering reflow. Molding The die and wires are encapsulated to provide physical support and protection. Marking Each individual package is marked to provide product identification. Dejunking and Trimming Mold flash is removed from between the lead shoulders through dejunking, and the dambar is cut during the trimming process. Electrical Plating A solderable coating is added to the package leads to prevent oxidization and to keep solder wettability of the package leads. Ball Mount and Reflow Each electrode pad of the substrate is first printed with flux, after which solder balls are mounted, heated and attached to the electrode pad of the substrate through a reflow oven. Forming/Singulation Forming involves the proper configuration of the device packages leads, and singulation separates the packages from each other. We offer a broad range of package formats designed to provide our customers with a broad array of assembly services. The assembly services we offer customers are leadframe-based packages, which include thin small outline packages, and organic substrate-based packages, including fine-pitch BGA. The differentiating characteristics of these packages include: •the size of the package; •the number of electrical connections which the package can support; •the electrical performance and requirements of the package; and •the heat dissipation requirements of the package. As new applications for semiconductor devices require smaller components, the size of packages has also decreased. In leading-edge packages, the size of the package is reduced to just slightly larger than the size of the individual chip itself in a process known as chip scale packaging. As semiconductor devices increase in complexity, the number of electrical connections required also increases. Leadframe-based products have electrical connections from the semiconductor device to the electronic product through leads on the perimeter of the package. Organic substrate-based products have solder balls on the bottom of the package, which create the electrical connections with the product and can support large numbers of electrical connections. Leadframe-Based Packages. These are generally considered the most widely used package category. Each package consists of a semiconductor chip encapsulated in a plastic molding compound with metal leads on the perimeter. This design has evolved from a design plugging the leads into holes on the circuit board to a design soldering the leads to the surface of the circuit board. 24 The following diagram presents the basic components of a standard leadframe-based package for memory semiconductors: To address the market for miniaturization of portable electronic products, we are currently developing and will continue to develop increasingly smaller versions of leadframe-based packages to keep pace with continually shrinking semiconductor device sizes. Our advanced leadframe-based packages generally are thinner and smaller, have more leads and have advanced thermal and electrical characteristics when compared to traditional packages. As a result of our continual product development, we offer leadframe-based packages with a wide range of lead counts and sizes to satisfy our customers’ requirements. The following table presents our principal leadframe-based packages, including the number of leads in each package, commonly known as lead-count, a description of each package and the end-user applications of each package. Package Lead- count Description End-User Applications Thin Small Outline Package I (TSOP I) 48-56 Designed for high volume production of low lead-count memory devices, including flash memory, SRAM and MROM Notebooks, personal computers, still and video cameras and standard connections for peripherals for computers Thin Small Outline Package II (TSOP II) 44-86 Designed for memory devices, including flash memory, SRAM, SDRAM and DDR DRAM Disk drives, recordable optical disk drives, audio and video products, consumer electronics, communication products Quad Flat No Lead (QFN) 8-132 Thermal enhanced quad flat no lead package providing small footprint (chip scale), light weight with good thermal and electrical performance Wireless communication products, notebooks, audio and video products and consumer electronics Low-Profile Quad Flat Package (LQFP) 48 Low-profile and light weight package designed for ASICs, digital signal processors, microprocessors/ controllers, graphics processors, gate arrays, SSRAM, SDRAM, personal computer chipsets and mixed-signal devices Wireless communication products, notebooks, digital cameras, cordless/radio frequency devices Small Outline Package (SOP) 8 Designed for low lead-count memory and logic semiconductors, including SRAM and micro-controller units Personal computers, consumer electronics, audio and video products, communication products Multi-Chip Package (TSOP) 44-86 Our patented design for memory devices, including flash memory, SRAM, DRAM, SDRAM and DDR DRAM Notebooks, personal computers, disk drives, audio and video products, consumer products, communication products 25 Package Lead- count Description End-User Applications Flip Chip Quad Flat No Lead (FCQFN) 6-35 Thermal enhanced quad flat no lead package providing small footprint (chip scale), light weight with good thermal and electrical performance Flip chip process is designed for better electrical performance compared to wire bonding process Wireless communication products, notebooks, audio/video products and consumer electronics Organic Substrate-based Packages. As the number of leads surrounding a traditional leadframe-based package increases, the leads must be placed closer together to reduce the size of the package. The close proximity of one lead to another can create electrical shorting problems and requires the development of continuously more sophisticated and expensive techniques to accommodate the high number of leads on the circuit boards. The BGA format solves this problem by effectively creating external terminals on the bottom of the package in the form of small bumps or balls. These balls are evenly distributed across the entire bottom surface of the package, allowing greater pitch between the individual terminals. The ball grid array configuration enables high-pin count devices to be manufactured less expensively with less delicate handling at installation. Our organic substrate-based packages employ a fine-pitch BGA design, which uses a plastic or tape laminate rather than a leadframe and places the electrical connections, or leads, on the bottom of the package rather than around the perimeter. The fine-pitch BGA format was developed to address the need for the smaller footprints required by advanced memory devices. Benefits of ball grid array assembly over leadframe-based assembly include: •smaller size; •smaller footprint on a printed circuit board; •better electrical signal integrity; and •easier attachment to a printed circuit board. The following diagram presents the basic component parts of a fine-pitch BGA package: 26 The following table presents the ball-count, description and end-user applications of organic substrate-based packages we currently assemble: Package Connections Description End-User Applications Mini BGA 24-400 Low-cost and space-saving assembly designed for low input/output count, suitable for semiconductors that require a smaller package size than standard BGA Memory, analog, flash memory, ASICs, radio frequency devices, personal digital assistants, cellular handsets, communication products, notebooks, wireless systems Fine-Pitch BGA 54-126 Our patented design for DRAM products that require high performance and chip scale package (CSP) Notebooks, cellular handsets, global positioning systems, personal digital assistants, wireless systems Very Thin Fine-Pitch BGA 24-200 Similar structure of Mini BGA package with thinner and finer ball pitch that is designed for use in a wide variety of applications requiring small size, high reliability and low unit cost Handheld devices, notebooks, disk drives, wireless and mobile communication products Land Grid Array (LGA) 11-204 Thinner and lighter assembly designed essential to standard BGA without solder balls, suitable for applications that require high electrical performance Disk drives, memory controllers, wireless, mobile communication products, game card, micro secure digital card Multi-Chip BGA 24-345 Designed for assembly of two or more memory chips (to increase memory density) or combinations of memory and logic chips in one BGA package Notebooks, digital cameras, personal digital assistants, global positioning systems, sub-notebooks, board processors, wireless systems Stacked-Chip BGA 24-349 Designed for assembly of two or more memory chips or logic and memory chips in one CSP, reducing the space required for memory chips Cellular handsets, digital cameras, personal digital assistants, wireless systems, notebooks, global positioning systems FC Chip-scale Package (FC CSP) 24-676 Better IC protection and solder joint reliability compared to direct chip attach (DCA) and chip on board (COB) Memory, logic, microprocessor, application processor (AP), baseband (BB), solid state device, radio frequency (RF) Multi-Chip Hybrid Package (FC+WB) 153-345 Designed for assembly of two or more memory chips or combinations of memory and logic chips in one BGA package with both of flip chip and wire bonding Universal Flash Storage (UFS), and BGA SSD Chip on Wafer (CoW) 5-30 Integrated two different functional chips to a closer form into a compact package. Low-cost solution compared to through-silicon via (TSV) Integrated MEMS Land Grid Array (LGA) for FPS(Finger Print Sensor) 20-52 Very thin clearance (50um) between chip & compound hard color coating with scratch resistance for protection and appearance matching of mobile devices Security protection for mobile devices, home, notebooks, etc. Wafer Level Chip Scale Package (WLCSP) 4-125 WLCSP package size is almost the same as die size. Simple assembly process flow, low cost. Small package suitable to apply on hand-held 3C electronic products Electronic Compass, audio converter, nor flash product, power control, sensor magnetometer, CMOS Image Sensor controller, Laser diode driver, power manager IC (PMIC) 27 Wafer Level CSP Wafer-level CSP (WLCSP) is the technology of packaging an integrated circuit at wafer level. WLCSP is essentially a true chip scale package (CSP) technology, since the resulting package is practically of the same size as the die. WLCSP has the ability to enable true integration of wafer fab, packaging, test, and burn-in at wafer level in order to streamline the manufacturing process undergone by a device start from silicon wafer to customer shipment. Most other kinds of packaging do wafer dicing first, and then puts the individual die in a plastic package and attaches the solder bumps. WLCSP involves the RDL, wafer solder bumping, while still in the wafer, and then wafer dicing. Benefits of WLCSP compare to general CSP package assembly include: •ultimate smaller package size; •smaller footprint on a printed circuit board; •very short circuit connection; and •cost effective packaging solution for small ICs. Package Connections Description End-User Applications WLCSP 4-219 Very small package size (identical to die size), suitable for the low pin count and require the small package size application Memory, ASICs, PMIC, MEMS devices, controllers, for mobile phones, tablets, ultra book computers and wearable products FC CSP 28 FC Chip Scale Package (FC CSP) construction utilizes the flip chip bumping (with solder bump or Cu pillar bump) interconnection technology to replace the standard wire-bond interconnect. It allows for a smaller form factor due to wire loop reduction and area array bumping. FC CSP includes the substrate or leadframe type solution making an attractive option for advanced CSP application when electrical performance is a critical factor. •Excellent electrical performance, very low interconnect parasitics and inductance compare to wirebond type. •High electrical current endurance (Cu pillar bump), ideal for high power and high speed logic solution. •High electrical performance (Cu pillar bump), ideal for lower return loss and higher insertion loss. •Reduce Bump Pitch and die size (Cu pillar bump vs. solder bump), ideal for increasing gross die/wafer. •Smaller package form factor by reducing the wire loop height and wire span compared to conventional wirebond package. Package Connections Description End-User Applications FC CSP 24-484 Superior electrical performance, smaller form factor Power devices, RF, High speed Logic devices, wireless, memory or portable applications Display Driver Semiconductors and Gold MCB Bumping We also offer assembly and testing services for display driver semiconductors. We employ COF and COG technologies for testing and assembling display driver semiconductors. In addition, we offer gold bumping and metal composite bump services to our customers. Note: Copper pillar service only for Max size: 9.9mmx9.4mm & pillar Account: 3,410 Chip-on-Film (COF) Technology COF technology provides several additional advantages. For example, COF is able to meet the size, weight and higher resolution requirements in electronic products, such as display panels. This is because of its structural design, including an adhesive-free two-layer tape that is highly flexible, bending strength and its capacity to receive finer patterning pitch. 29 COF package has been using for large-size and high-resolution panel display, especially on TFT-LCD and OLED TV set and NB as well. In recent years, there has been an observable trend with which the average inner lead pitch of COF package went down to 23um with more than 90% of market demand. High thermal dissipation packaging technology is available for mass production. And dual IC with high thermal dissipation COF packaging technology is ready for 8K TV market. 18um/16um inner lead pitch 2-metal layer COF package is ready for production of coming AR/VR gear requirement. And we can test display driver semiconductors with frequency up to 6.5Gbps to fulfill high speed data rate requirement. Minus temperature COF package testing technology is in production for automotive application requirement. The following diagram presents the basic components of 1-metal layer COF and 2-metal layer COF: The COF process involves the following steps: Chip Probing Screen out the defect chips which fail to meet the device spec. Wafer Lapping/Polish Laser Marking Laser Grooving Wafers are grounded or with polish to their required thickness. A laser mark is applied on IC backside in wafer form to provide product traceability. Application in wafer within Low-K material to reduce chipping of chips during dicing process. Die Saw Wafers are cut into individual dies, or chips, in preparation for inner lead bonding process. Inner Lead Bonding An inner lead bonding machine connects the chip to the printed circuit tape. Potting An underfill process to fill resin to protect the inner lead and chip. Potting Cure The potting cure process matures the resin used during the potting oven with high temperatures. Marking A laser marker is used to provide product identification. Final Testing To verify device spec. within electrical testing after assembly process. Taping To attach heat sink/spreader or stiffener material onto COF package. Inspection and Packing Each individual die with tape is visually or auto inspected for defects. The dies are packed within a reel into an aluminum bag after completion of the inspection process. Chip-on-Glass (COG) Technology COG technology is an electronic assembly technology that is used in assembling display driver semiconductors including TV/monitor, mobile and wearable products. Compared to the traditional bonding process for COF, the new COG technology requires lower bonding temperature. In addition, the COG technology reduces assembly cost as it does not use tapes for interconnection between the LCD, OLED panel and the printed circuit board. The major application of COG products is on TFT-LCD and AMOLED display of smart phone and automotive market, it integrates source, gate driver of display driver IC (DDIC) and touch or timing Controller IC into one chip, so the output channel is higher than COF products. For the market trend of thinner smartphone, 120um in IC thickness is released for mass production and much thinner IC thickness is in development. The COG assembly process involves the following steps: Chip Probing To screen out the defect chips which fail to meet the device spec. Wafer Lapping/Polish Wafers are ground or with polished to their required thickness. 30 Laser Marking A laser mark is applied on IC backside in wafer form to provide product traceability. Laser Grooving Application in wafer within Low-K material to reduce chipping of chips during dicing process. Die Saw Wafers are cut into individual dies, or chips, in preparation for the pick and place process. Auto Optical Inspection Process of wafer inspection is detecting defect to separate chips at pick and place station. Pick and Place Each individual die is picked and placed into a chip tray. Inspection and Packing Each individual die in a tray is visually or auto-inspected for defects. The dies are packed within a tray into an aluminum bag after completion of the inspection process. Bumping We also offer bumping services to our customers. Based on the major product portfolio (judged by internal metal composition), we provide: •Gold Family (Au bump, Au metal composite bump and Au RDL) Gold bumping technology, which is in high demand for LCD driver ICs. In 2023 and 2024, gold bumping development momentum will be emphasized on new products from OLED display penetration rate of smartphone, another focused business is that automotive category products continue to expand. In 2025, Display driver ICs business is challenged during geopolitical factor and major cost among of gold price is relative high cost and no sign to downward trend. We are well positioned to introduce our next-generation Silver-Alloy bump technology, which has successfully passed panel-level package reliability assurance (RA) verification. The objective is to complete mass-production qualification by the second quarter of 2026. The goal is to achieve performance and reliability comparable to gold bump solutions, enabling broader adoption in branded markets. •RDL technology As high speed, high performance and high accuracy requirement, many electronic devices need the capability of transferring higher current. By using Re-distribution layer (RDL) technology which can relocate to the PKG wire bonding position where necessary. ChipMOS can provide several electroplating metal thickness based on customer design request, including 2P1M, 2P2M and 3P2M structures. The min. Line/space of RDL could be 5/5um that makes integration of MCP and SIP achievable. To meet higher electrical performance requirements, we have developed and mass-production-qualified thicker RDL structures with total metal thickness up to 23.5 µm, which have been widely adopted in power and automotive applications in 2025. In parallel, our RDL platform has been expanded with flexible stack-up options, including 1M1P, 1P1M, and 1P2M, enabling optimized routing density, electrical performance, and cost efficiency across diversified product designs. We also continue to strengthen our capabilities in high-speed memory applications through close collaboration with leading customers, supporting increasingly stringent signal integrity and electrical performance requirements for next-generation memory devices. •Cu/Solder Family (WLCSP, Lead free solder plating and Cu Pillar) We believe that consumer electronics are driving the application growth of these processes. From small wearable gadgets, NOR flash in TWS (True Wireless Stereo) applications, power management devices to emerging AIoT/AI development are all included. We developed 12” WLCSP process for NOR flash to provide a thinner and smallest chip size for product trend. In 2025, Copper pillar and flip-chip assembly remain key packaging solutions for high-performance memory and power-related devices, with typical bump heights of 50–70 µm. Higher Copper pillar bump heights up to 100 µm are available for power management applications, while engineering development of fine-pitch micro bump technology with bump pitch down to 40 µm is ongoing for next-generation high-density interconnections. In addition, a new 12-inch WLCSP application for Mini LED TV driver ICs has been qualified and entered mass production in 2025, with stable shipment momentum. Overall, our WLCSP and Cu pillar process portfolio support diversified applications, including PMIC, wearable, storage, E-compass, CPS (smartphone), MCU, ALS, Mini LED TV drivers, and AI-related devices. Other Services Drop Shipment We offer drop shipment of semiconductors directly to end-users designated by our customers. We provide drop shipment services, including assembly in customer-approved and branded boxes, to a majority of our assembly and testing customers. Since drop shipment eliminates the additional step of inspection by the customer prior to shipment to end-users, quality of service is a key to successful drop shipment service. We believe that our ability to successfully execute our full range of services, including drop shipment services, is an important factor in maintaining existing customers as well as attracting new customers. 31 Software Conversion Program We work closely with our customers to provide sophisticated software engineering services, including test program conversion and related hardware design. Generally, testing requires customized testing software and related hardware to be developed for each particular product. Software is often initially provided by the customer and then converted by us at our facilities for use on one or more of our testing machines and contains varying functionality depending on the specified testing procedures. Once a conversion test program has been developed, we perform correlation and trial tests on the semiconductors. Customer feedback on the test results enables us to adjust the conversion test programs prior to actual testing. We also typically assist our customers in collecting and analyzing the test results and recommend engineering solutions to improve customers’ design and production processes. Customers We believe that the following factors have been, and will continue to be, important factors in attracting and retaining customers: •our advanced assembly and testing technologies; •our strong capabilities in testing and assembling DDIC/TDDI and other display panel driver semiconductors; •our focus on high-density memory products and logic/mixed-signal communications products; and •our reputation for high quality and reliable customer-focused services. The number of our customers as of February 29, 2024, February 28, 2025 and February 28, 2026, respectively, was 67, 68 and 70. Our top 15 customers in terms of revenue in 2025 were (in alphabetical order): Asahi Kasei Microdevices Corporation Chipone Technology (Beijing) Co., Ltd. Elite Semiconductor Microelectronics Technology Inc. GigaDevice Semiconductor (HK) Limited Himax Technologies, Inc. ILI Technology Corporation Integrated Circuit Solution Inc. Macronix International Co., Ltd. MediaTek Inc. Micron Technology, Inc. Nanya Technology Corporation Novatek Microelectronics Corp. Phison Electronics Corp. Raydium Semiconductor Corporation Winbond Electronics Corporation In 2023, our top three customers accounted for approximately 25%, 13% and 9% of our revenue, respectively. In 2024, our top three customers accounted for approximately 24%, 11% and 11% of our revenue, respectively. In 2025, our top three customers accounted for approximately 23%, 15% and 9% of our revenue, respectively. The majorities of our customers purchase our services through purchase orders and provide us three-month non-binding rolling forecasts on a monthly basis. The price for our services is typically agreed upon at the time when a purchase order is placed. The following table sets forth, for the periods indicated, the percentage breakdown of our revenue, categorized by geographic region based on the jurisdiction in which each customer is headquartered. Year ended December 31, 2023 2024 2025 Taiwan 81% 80% 87% Japan 6% 6% 5% PRC 8% 7% 6% Singapore 3% 4% 0% Others 2% 3% 2% Total 100% 100% 100% 32 Qualification and Correlation by Customers Our customers generally require that our facilities undergo a stringent “qualification” process during which the customer evaluates our operations, production processes and product reliability, including engineering, delivery control and testing capabilities. The qualification process typically takes up to eight weeks, or longer, depending on the requirements of the customer. For test qualification, after we have been qualified by a customer and before the customer delivers semiconductors to us for testing in volume, a process known as “correlation” is undertaken. During the correlation process, the customer provides us with test criteria; information regarding process flow and sample semiconductors to be tested and either provides us with the test program or requests that we develop a new or conversion program. In some cases, the customer also provides us with a data log of results of any testing of the semiconductor that the customer may have conducted previously. The correlation process typically takes up to two weeks, but can take longer depending on the requirements of the customer. Sales and Marketing We maintain sales and marketing offices in Taiwan, the United States and Mainland China. Our sales and marketing strategy is to focus on memory semiconductors in Taiwan, Japan, Singapore, Korea and the United States, logic/mixed-signal semiconductors in Taiwan, Japan and the United States, LCD, OLED, automotive panel and other display panel driver semiconductors in Japan, Korea, Taiwan, Hong Kong and Mainland China. As of February 28, 2026, our sales and marketing efforts were primarily carried out by teams of sales professionals, application engineers and technicians, totaling 30 staff members. Each of these teams focuses on specific customers and/or geographic regions. As part of our emphasis on customer service, these teams: •actively participate in the design process at the customers’ facilities; •resolve customer assembly and testing issues; and •promote timely and individualized resolutions to customers’ issues. We conduct marketing research through our in-house customer service personnel and through our relationships with our customers and suppliers to keep abreast of market trends and developments. Furthermore, we do product and system bench marking analysis to understand the application and assembly technology evolution, such as analysis on mobile handsets and Tablet, PC, wearable products. In addition, we regularly collect data from different segments of the semiconductor industry and, when possible, we work closely with our customers to design and develop assembly and testing services for new products. Sale will cooperate with internal technology expert to work closely with our customers as project kick off. We provide full turnkey service (from design-in stage/design for bumping and assembly/design for testing services) to achieve design for mass production for new products. These “co-development” or “sponsorship” projects can be critical when customers seek large-scale, early market entry with a significant new product. Research and Development To maintain our competitive edge for continued business growth, we continue our focus of our investment in new technology research and development. In 2023, 2024 and 2025, we spent approximately NT$1,093 million, or 5.1%, NT$1,163 million, or 5.1% and NT$1,077 million (US$34 million), or 4.5%, respectively, of our revenue on research and development. Our research and development efforts have been focused primarily on new technology instruction, improving efficiency and production yields of our testing, assembly and bumping services. From time to time, we jointly develop new technologies with local and international equipment and material manufacturing company to enhance the competitiveness. In testing area, our research and development efforts focused particularly on high speed probing, fine pitch probing capability and wafer level burn-in technology. Our projects include: •Ramped up high frequency testing capability of LCD, OLED, automotive panel and other display panel driver semiconductors; •Developing full temperature range (-40ºC~125ºC) of FT testing for automotive products; •Built up 12” fine pitch COF assembly capability for less than 18um inner lead pitch products; •Developing more flexible COF tape assembly for full-screen display application; •Developing “wafer level probing on copper pillar bump for 300mm wafers”; and •Developing centralized server test control system. In assembly and bumping areas, our research and development efforts were directed to: •Au height reduction, as part of cost reduction drive, 10um bump height COF package and 8um bump height COG package was released for production; •Wafer-level chip scale packaging and 3P2M Cu RDL processes; 33 •Fine-pitch Cu RDL process for WLCSP and RDL products; •Flip-chip CSP for DRAM and mixed-signal application; •3P/3M Cu pillar bumping for 300mm wafers high pin count products; •Fine pitch copper pillar process for micro bump structure; •Thicker Cu/Ni/Au RDL and 100im tall Cu pillar for PMIC application; •Developing fine pitch Cu RDL line width and space with 4um/4um for advanced re-distribution layer device design requirement; •Shrink ball size with ball mount technology and combine thinner wafer grind thickness to achieve thin WLCSP requirement; •Dual/Multi-chip assembly and module of flash products for SSD and eMMC applications; •Hybrid package by integration of wire binding & flip-chip process with passive components to offer total solution for UFS device; •DBG/SDBG implementation to enhance the capability of ultra-thin wafer lapping and dicing capabilities for stacked-die chip scale package; •Advanced thin core/core-free, flex substrate solutions for thin and flip chip packages; •2-metal layers COF assembly and COF SMT capabilities; •Qualified thermally enhanced COF and MCB COF and released for manufacturing; •Double-sided Heat Sink/ High conductivity material development is applied in thermal packaging services for high-resolution panels; •Source & Gate ICs integrated technology development is used in product applications with narrow border panels; •Develop new 2P2M RDL structure to use pure Cu RDL for fine pitch complex circuit and Improved Cu RDL undercut instead of Cu-Ni-Au composite structure; •Develop Ultra Fine Pitch (UFP) COF assembly and testing technology; •Implement new thermal conductive resin with higher conductivity for COF package; •Enhance Pb free ball level capability (temperature cycle > 1000 cycles); and •High Frequency & Low loss Product Substrate design for FCCSP. •Develop 2P2M with thick Cu RDL and taller Cu Pillar bump height technology for power management chip product. •Develop 12 inch stand-alone thinner technology for WLCSP. •Develop extremely narrow IC width (<0.42mm) of display driver COF packaging technology services. •Technical services for COF packaging and applying for non-display product. •DDR5 DRAM assembly technology development. •Thermal enhanced Flip-chip BGA with Heat sink assembly technology development. 34 For new product and product enhancement work in 2017, our work concentrates on three key development programs: 3D WLCSP, biometric sensor package solutions, and flip chip technology. In the bumping area, we completed customer qualification of 300mm wafer Au bumping process in 2012 and started volume production in the fourth quarter of 2012. Development of Cu plating enables the entry of WLCSP, RDL and flip chip market and Cu RDL applied on DRAM wafer for SiP product is qualified in 2016. Turnkey services of WLCSP and flip chip QFN have been implemented for mass production in 2013 based on the successful technology developments. In 2012, we also initiated both 200mm and 300mm Cu pillar bumping engineering work and, related packaging technologies are being developed for mixed-signal and memory products in 2013. It is also qualified on power management IC product in 2016. According wearable device trend, we miniature fine-pitch Cu RDL process for WLCSP and RDL products, we shrink ball size with ball mount technology and combine thinner wafer grinded thickness to achieve thin WLCSP structure in 2020 which used in Auto Focus, OIS (Optical Image Stabilization) system and Hall motor sensor. By integrating WLCSP bumping, copper pillar bumping and flip chip assembly capability, an integrated WLCSP (CoW or 3D WLCSP) is developing in 2015, and qualified the structure and process verification in 2016. We adopt FC Chip Scale Package to implement in USB4/DP2.0 Re-Driver, PCIe 5.0 Re-Driver Product in 2021. Meanwhile, fingerprint sensor (FPS) packaging solution by LGA was also developed for smartphone demand in 2015. More and more integrated function of DDIC, TDDI and FPS, is requested for smartphone application, therefore 2-metal layers COF solution and COF SMT are developed to provide the package solution since 2019. Moreover, the improved OLED panel yield rate has also increased its adoption in smartphones, leading to diverse applications such as in-display fingerprint sensors. Since 2013, in-process engineering advancement allowed us to extend our wirebond technology to service MEMS products. To further achieve cost reduction, alloy wire and 0.6 mil Au wirebond processes were also developed. In 2018, we continued to work on the expansion of multi-chip NAND packages offerings, and 12” fine pitch COF assembly capability. Capability of handling miniature molded packages has been extended to 1x1 mm size and various improvements will also be made in production equipment to enhance throughput and efficiency. In 2019, we launched SDBG technology to implement multi-chip assembly and module of flash products for NAND Flash applications for SSD and eMMC applications. As of February 28, 2026 we employed 651 employees in our research and development activities. In addition, other management and operational personnel are also involved in research and development activities but are not separately identified as research and development professionals. We maintain laboratory facilities capable for materials and electrical characterizations to support production and new product development. Computer simulation is used to validate both mechanical and electrical models in comparison to measurement results. Enhancement of Shadow Moiré and Micro Moiré equipment was carried out to support MCP and flip chip package warpage and residue stress characterization. We also setup up mold flow simulation capability to predict assembly risk. In Advanced Packaging Lab, rheology measurement capability and high frequency electric simulation capability were established, aimed at expanding capability for material selection and inspection to support flip chip introduction and various resin characterizations. For customer application request, we enhance our thermal simulation capability in 2022. An analytical laboratory has been built out in our bumping line providing timely support to manufacturing operations. Quality Control We believe that our reputation for high quality and reliable services have been an important factor in attracting and retaining leading international semiconductor companies as customers for our assembly and testing services. We are committed to delivering semiconductors that meet or exceed our customers’ specifications on time and at a competitive cost. We maintain quality control staff at each of our facilities. Our quality control staff typically includes engineers, technicians and other employees who monitor assembly and test processes in order to ensure high quality. We employ quality control procedures in the following critical areas: •sales quality assurance: following market trends to anticipate customers’ future needs; •design quality assurance: when developing new testing and assembly processes; •supplier quality assurance: consulting with our long-term suppliers; •manufacturing quality assurance: through a comprehensive monitoring program during mass production; and •service quality assurance: quickly and effectively responding to customers’ claims after completion of sale. All of our facilities have obtained ISO 26262 road vehicles-functional safety system certification in December 2019 and obtained IATF 16949 quality system certification in December 2017. In addition, our facilities in Hsinchu and Tainan have been recertified with ISO 9001 for substantial revision since 2015. 35 IATF 16949 certification system seeks to integrate quality management standards into the operation of a company and emphasizes the supervision and measurement of process and performance. An ISO 9001 certification is required by many countries for sales of industrial products. In addition to the quality management system, we also earned the 1998 QC Group Award from The Chinese Society of Quality, which is equivalent to the similar award from the American Society of Quality and certified ISO17025 in 2000. In 2003, ChipMOS passed SONY Green Partner (Tier 2) certification through its ProMOS channel, and in 2009, ChipMOS obtained SONY Green Partner (Tier 1) certification due to its direct business relationship with SONY. The Sony certificates will continue to be maintained uninterrupted until now. Our laboratories have also been awarded Chinese National Laboratory accreditation under the categories of reliability test, electricity and temperature calibration. Our assembly and testing operations are carried out in clean rooms where air purity, temperature and humidity are controlled. To ensure the stability and integrity of our operations, we maintain clean rooms at our facilities that meet U.S. federal 209E class 100, 1,000, 10,000 and 100,000 standards. A class 1,000 clean room means a room containing less than 1,000 particles of contaminants per cubic foot. We have established manufacturing quality control systems which are designed to maintain reliability and high production yields at our facilities. We employ the most advanced equipment for manufacturing quality and reliability control, including: •Temperature cycling tester (TCT), thermal shock tester (TST) and pressure cook tester (PCT), and highly accelerated temperature/humidity stress tester (HAST) for reliability analyses; •Scanning acoustic tomography (SAT) and scanning electronic microscope (SEM) for physical failure analysis; •Semi-Auto prober, curve tracer and DC tester station for electrical failure analysis; •Atomic absorption spectrometer (AA), inductively coupled plasma optical emission spectrometer (ICP-OES) and automatic potentiometric titrator (AP), UV-Visible Spectrophotometer (UV-VIS), Cyclic Voltammetric Stripping (CVS) and Ultra Performance Liquid Chromatography (UPLC) for chemical analysis In addition, to enhance our performance and our research and development capabilities, we also installed a series of high-cost equipment, such as temperature humidity bias testers, low temperature storage-life testers and highly accelerated stress testers. We believe that many of our competitors do not own this equipment. As a result of our ongoing focus on quality, in 2025, we achieved monthly assembly yields of an average of 99.92% for our memory and logic/mixed-signal assembly packages, 99.99% for our COF packages, 99.97% for our COG packages and 99.96% for our bumping products (including gold bump, RDL and WLCSP). The assembly yield, which is the industry standard for measuring production yield, is equal to the number of integrated circuit packages that are shipped back to customers divided by the number of individual integrated circuits that are attached to lead frames or organic substrate. Raw Materials Semiconductor testing requires minimal raw materials. Substantially all of the raw materials used in our memory and logic/mixed-signal semiconductor assembly processes are interconnect materials such as leadframes, organic substrates, gold wire and molding compound. Raw materials used in the LCD, OLED, automotive panel and other display panel driver semiconductor assembly and testing process include gold, carrier tape, resin, spacer tape, plastic reel, aluminum bags, and inner and outer boxes. Cost of raw materials represented 19%, 20% and 25% of our revenue in 2023, 2024 and 2025, respectively. We do not maintain large inventories of leadframes, organic substrates, gold wire or molding compound, but generally maintain sufficient stock of each principal raw material for approximately two to three month’s production based on blanket orders and rolling forecasts of near-term requirements received from customers. Shortages in the supply of materials experienced by the semiconductor industry have in the past resulted in price adjustments. See “Item 3. Key Information—Risk Factors—Risks Relating to Our Business—If we are unable to obtain raw materials and other necessary inputs from our suppliers in a timely and cost-effective manner, our production schedules would be delayed and we may lose customers and growth opportunities and become less profitable” for a discussion of the risks associated with our raw materials purchasing methods. For example, with the exception of aluminum bags and inner and outer boxes, which we acquire from local sources, the raw materials used in our COF process and for modules are obtained from a limited number of Japanese suppliers. 36 Competition The independent assembly and testing markets are very competitive. Our competitors include large IDMs with in-house testing and assembly capabilities and other independent semiconductor assembly and testing companies, especially those offering vertically integrated assembly and testing services, such as Advanced Semiconductor Engineering Inc., Amkor Technology, Inc., Chipbond Technology Corporation, King Yuan Electronics Co., Ltd., Powertech Technology Inc., Jiangsu Changjiang Electronics Technology Co., Ltd. and United Test and Assembly Center Ltd. We believe that the principal measures of competitiveness in the independent semiconductor testing industry are: •engineering capability of software development; •quality of service; •flexibility; •capacity; •production cycle time; and •price. In assembly services, we compete primarily on the basis of: •production yield; •production cycle time; •process technology, including our COF technology for LCD, OLED, automotive panel and other display panel driver semiconductor assembly services; •quality of service; •capacity; •location; and •price. IDMs that use our services continually evaluate our performance against their own in-house assembly and testing capabilities. These IDMs may have access to more advanced technologies and greater financial and other resources than we do. We believe, however, that we can offer greater efficiency and lower costs while maintaining an equivalent or higher level of quality for three reasons: •firstly, we offer a broader and more complex range of services as compared to the IDMs, which tend to focus their resources on improving their front-end operations; •secondly, we generally have lower unit costs because of our higher utilization rates and thus enabling us to operate at a more cost-effective structure compared to the IDMs; and •finally, we offer a wider range of services in terms of complexity and technology. Intellectual Property As of February 28, 2026, we held 273 patents in Taiwan, 76 patents in the United States, 149 patents in Mainland China, 1 patent in the United Kingdom and 2 patents in Korea and Japan, respectively, relating to various semiconductor assembly and testing technologies. These patents will expire at various dates through to 2044. As of February 28, 2026, we also had a total of 11 pending patent applications in Taiwan, and 68 in Mainland China. In addition, we have registered “ChipMOS” and its logo as trademarks in Taiwan, the United States, Mainland China, Singapore, Hong Kong, Korea, Japan, the United Kingdom and the European Community. We expect to continue to file patent applications where appropriate to protect our proprietary technologies. We may need to enforce our patents or other intellectual property rights or to defend ourselves against claimed infringement of the rights of others through litigation, which could result in substantial costs and a diversion of our resources. See “Item 3. Key Information—Risk Factors—Risks Relating to Our Business—Disputes over intellectual property rights could be costly, deprive us of technologies necessary for us to stay competitive, render us unable to provide some of our services and reduce our opportunities to generate revenue”. 37 Government Regulations As discussed above under “—Intellectual Property”, governmental regulation of our intellectual property may materially affect our business. The failure to protect our property rights would deprive us of our ability to stay competitive in the semiconductor industry. Our intellectual property rights are protected by the relevant patent and intellectual property agencies of the European Community, the United Kingdom, the United States, Mainland China, Korea, Japan and Taiwan. Environmental and Climate Change Matters Semiconductor testing does not generate significant pollutants. The semiconductor assembly and gold bumping process generate stationary acid, alkali and VOC pollutions, principally at the plating and etching stages. Water waste is produced when silicon wafers are ground thinner, diced into chips with the aid of diamond saws and cleaned with running water. In addition, excess materials, either on leadframes or molding process, are removed from assembled semiconductors in the trimming and de-junking processes, respectively. We have various treatment equipment for wastewater and air pollutants at our assembly and bumping facilities. Since 2001, we have adopted certain environmental friendly production management systems, and have implemented certain measures intended to bring our all processes in compliance with the Restriction of Hazardous Substances Directive/EC issued by the European Union and our customers. We believe that we have adequate and effective environmental protection measures that are consistent with semiconductor industry practices in Taiwan. In addition, we believe we are in compliance in all material respects with current environmental laws and regulations applicable to our operations and facilities. All of our facilities in Taiwan have been certified as meeting the ISO 14001 environmental standards of the International Organization for Standardization, and all of our facilities in Taiwan have been certified as meeting the ISO 45001 standards of the International Organization for Standardization. Our facilities at Hsinchu Science Park, Chupei, Hukou, Hsinchu Industrial Park and Southern Taiwan Science Park have won numerous awards including “Green Factory Label” from 2013 to 2025, “Enterprises Environmental Protection Gold Grade Award” in 2018 and 2019, “Occupational Safety and Health Excellent Award” in 2016, 2017, 2021 to 2025, “Green Building Label” in 2014 and 2017 up to now. We are also certified the “Health Promotion Awards” from 2012 to 2025. We continue to encourage our employees to participate in community environmental campaigns and better environmental friendly practices. We will continue to enhance related management to reduce industrial waste, save energy and control pollution. For products in conformity with Green Product Requirement, the Company obtained Green Partner certification from Sony Corporation of Japan. Furthermore, we passed QC 080000 certification and “Greenhouse Gas Verification Statement” (“ISO 14064-1”) from 2013 until now. We further confirmed many products’ CFP “Carbon Footprint Verification Statement” (“ISO 14067”) and WFN “Water Footprint Verification Statement” (“ISO 14046”). At the same time, Tainan, Hsinchu, Chupei and Hukou plants passed the certification of energy management system (“ISO 50001”) in 2014, 2017 and 2025 up to now. For materials management, we passed the “Material Flow Cost Accounting (MFCA, ISO 14051)” to reduce the loss. Our policy is to pay attention to the environment issues by standardizing on green, environmental friendly products, cleaner process and enhance supplier chain management to meet ChipMOS’ Corporate Social Responsibilities. As an enterprise, ChipMOS understands the importance of carrying out environmental protection in action. By referencing the Task Force on Climate-related Financial Disclosures (“TCFD”) framework developed by the Financial Stability Board (“FSB”) and began in 2021, we have identified the management needed over risks and opportunities associated with climate change, and further attained a comprehensive overview on the effects of climate change. Besides depleting the Earth of her resources, energy consumption also generates carbon dioxide, leading to greenhouse effects. Hence, effective energy use will help to mitigate impacts on the environment. Due to the nature of the technology industry, ChipMOS is classified as one of the major electricity consumers per regulations from the Energy Administration, MOEA. Upholding our principle of treasuring energy consumption, we began to systematically initiate energy conservation actions in 2012. We continue to introduce various energy efficient technologies and facilities, and on top of Tainan fab’s voluntary introduction of ISO 50001 Energy Management System in 2014, Hsinchu fab, Chupei and Hukou plants also achieved the ISO 50001 Energy Management System certification in 2017 and 2025. We actively promoted the use of renewable energy sources in 2020 and built solar power generation facilities to continuously increase the consumption ratio of renewable energies. Environmental, Social and Governance (“ESG”) Initiatives and Sustainable Development Goals (“SDGs”) Linkings ChipMOS adheres to the mission of “Acting with Integrity, Strengthening Environmental Protection, and Care for the Disadvantaged” and has formulated the “Sustainable Development Principles” and “Corporate Sustainability Policy”, which are adopted by the Board of Directors as the highest principle for the Company to promote sustainable development. 38 ChipMOS ESG Committee is the highest decision-making sustainability management organization within the Company. The Chairman & President acted as the Chairperson and be the top of management executives of ESG Committee, the Executive Vice Presidents holds the highest management position for the south and north fabs; the key members are senior executives of each business unit, who work together to set sustainable development goals in line with the Company’s business strategy and implement sustainability plans in daily operations. The ESG Committee reports quarterly to the Board of Directors on the status and results of sustainability projects, including issues such as promotion of net-zero emission for sustainability (including GHG inventories and verification), annual sustainability results (including stakeholder communication), mid- and long-term ESG goals, and results of risk management. ChipMOS formulates sustainability vision by integrating sustainability policy, organizational vision, and core missions, and inspects the vision’s link to the United Nations’ SDGs. In accordance with the Company’s ESG development direction and ChipMOS Material Topics, ChipMOS focuses on 10 major SDGs (SDG 3, SDG 4, SDG 6, SDG 7, SDG 8, SDG 11, SDG 12, SDG 13, SDG 16, SDG 17) to respond and set measurable and timely internal management objectives. We have launched sustainable actions for all aspects during our business management, including: continuing to enhance corporate governance, complying with ethical management and being committed to the R&D and innovation of core technologies to realize our commitment and responsibilities to employees; and actively invest in green production to reduce harmful effects on the environment during production processes and continuing to enhance resource utilization efficiency to protect the environment. Internally, we persist in the protection and care for employees’ health and welfare while striving in employee development and assisting in their career development. Externally, we are deeply engaged in environmental sustainability and social welfare. Green Production and Green Manufacturing Global warming and climate change have become phenomenon that enterprises around the world need to address. ChipMOS continues to follow the Paris Agreement and strives to increase the use of renewable energy and improve the efficiency of energy use on the basis of strengthening adaptation to climate change, so as to reducing greenhouse gases and controlling global temperature rise, on top of enhancing adaptability to climate change. ChipMOS is committed to building solar power generation system up to 10% of the contracted power generation in 2025, planning various energy saving goals and achieve a company-wide energy saving rate more than 1%, and implementing products’ Carbon and Water Footprint and Material Flow Cost Accounting and more. Through reducing consumption and carbon emissions, we hope to reduce the impacts on the environment. At the same time, we also continue to educate employees to enhance their awareness of environmental protection. These efforts have also been extended to our suppliers and stakeholders as we hope to work collectively to become a low-carbon, energy-saving, and green enterprise. Employee Value and Talent Developing We are committed to equality and strive to provide equal employment opportunities. We protect the rights of our workers and respect every employee, and we have created a positive and friendly workplace environment. ChipMOS has set up comprehensive talent development framework and system and invested sufficient resources toward the training for Leadership, Technology, General Management, Quality, and for Newcomer Orientation. At the same time, talent development strategies have also been formulated to achieve talent development goals. Long-Term Customer Partnerships ChipMOS promises that products and services delivered to customers can meet their needs, are competitive, and are served on a timely basis. Upholding the principle of customer service, we provide comprehensive products and services from a customer oriented perspective with the aim of becoming customers’ trusted, long-term partners. Social Inclusion and Local Community Partnership With the two major visions, namely “Environmental Sustainability” and “Public Welfare Practice”, ChipMOS has developed four major development aspects, including “Environment-Friendly”, “Community Feedback”, “Care for the disadvantaged” and “Talent Cultivation”, linking the 17 UN SDGs, while focusing on three SDGs (SDG 3, SDG 4 and SDG 11). Environmental Sustainability Various plans are conducted based on the two major aspects, “environmental friendliness” and “community feedback”. For the implementation strategy, we start from the Company internally and work with the community. Other than taking care of the surrounding environment, we also work together with our employees to love the Earth with diverse approaches. It is expected to take practical actions for fighting against climate change and global warming together. 39 Fulfillment of public welfare ChipMOS insists to the philosophy of “taking from the society and using it for the society”, by connecting various internal and external resources, the prioritized focus are “cares for the disadvantaged” and “cultivation of young talents” for the public welfare practice, with active collaborations with local communities, schools and social welfare organizations. It is hoped to exert the full forces as a corporate, and invite ChipMOS employees to jointly support the public welfare activities, and extend the influence of public welfare to all corners of Taiwanese society through more diverse methods, for achieving common prosperity of the society, and implementing the spirit of corporate social citizen. Corporate Governance ChipMOS follows the “Articles of Incorporation” and “Corporate Governance Best Practice Principles” and relevant laws and regulations, formulates the Corporate Governance structure, establishes a good Corporate Governance system, abides by laws and regulations, and operates in good faith to ensure the steady operation and growth of the Company. ChipMOS strengthens the supervision and management of the Company’s operation through the Board of Directors, strives to protect the rights and interests of shareholders and other stakeholders, actively communicates and interacts with stakeholders, continuously improves information transparency and implements sustainable corporate development, which are the main priorities for development promoted by Corporate Governance. ChipMOS continues strengthening Corporate Governance management, including safeguarding shareholders’ rights and interests, enhancing the operation of the Board of Directors, strengthening internal control Risk management, improving information transparency, and implementing sustainable development, so as to actively improve the level of Corporate Governance and allow stakeholders to understand the effectiveness of the implementation of various policies. For further information on our ESG initiatives and SDGs linking, please see our annual Sustainability Reports, which are available on our website at https://www.chipmos.com/english/csr/report.aspx. The information contained on our website is not incorporated herein by reference and does not constitute part of this annual report. Insurance We maintain insurance policies on our buildings, equipment and inventories. These insurance policies cover property damages due to all risks, including but not limited to, fire, lightning and earthquakes. The maximum coverage of property insurance for the Company is approximately NT$133.35 billion. Insurance coverage on facilities under construction is maintained by us and our contractors, who are obligated to procure necessary insurance policies and bear the relevant expenses of which we are the beneficiary. We also maintain insurance on the wafers delivered to us while these wafers are in our possession and during transportation from suppliers to us and from us to our customers. Employees See “Item 6. Directors, Senior Management and Employees—Employees” for certain information relating to our employees. Taxation See “Item 5. Operating and Financial Review and Prospects—Taxation” for certain information regarding the effect of ROC tax regulations on our operations. Facilities We provide testing services through our facilities in Taiwan at following locations: Chupei, the Hsinchu Industrial Park, the Hsinchu Science Park, and the Southern Taiwan Science Park. We provide assembly services through our facility at the Southern Taiwan Science Park. We own the land for our Hsinchu Industrial Park testing facility and Chupei facility and we lease two parcels of land for our Hsinchu Science Park testing facility with lease expiration in year 2027 and 2034, respectively, and two parcels of land for our Southern Taiwan Science Park facility with lease expiration in year 2032 and 2044. 40 The following table shows the location, primary use and size of each of our facilities, and the principal equipment installed at each facility, as of February 28, 2026. Location of Facility Primary Use Floor Area (m2) Principal Equipment Chupei, Hsinchu Testing/Gold Bumping 40,526 10 steppers 17 sputters 336 testers Hsinchu Industrial Park Testing 25,864 165 testers 18 burn-in ovens Hsinchu Science Park Testing 31,169 201 testers 53 burn-in ovens Southern Taiwan Science Park Assembly/Testing 184,325 955 wire bonders 105 inner-lead bonders 731 testers Equipment Testing of Memory and Logic/Mixed-Signal Semiconductors Test equipment is the most capital-intensive component of the memory and logic/mixed-signal semiconductors test business. Upon the acquisition of new test equipment, we install, configure, calibrate and perform burn-in diagnostic tests on the equipment. We also establish parameters for the test equipment based on anticipated requirements of existing and potential customers and considerations relating to market trends. As of February 28, 2026, we operated 702 testers for testing memory and logic/mixed-signal semiconductors. We generally seek to purchase testers with similar functionality that are able to test a variety of different semiconductors. We purchase testers from international manufacturers Advantest Corporation. In general, particular semiconductors can be tested using a limited number of specially designed testers. As part of the qualification process, customers will specify the machines on which their semiconductors may be tested. We often develop test program conversion tools that enable us to test semiconductors on multiple equipment platforms. This portability among testers enables us to allocate semiconductor testing across our available testing capacity and thereby improve capacity utilization rates. If a customer requires the testing of a semiconductor that is not yet fully developed, the customer consigns its testing software programs to us to test specific functions. If a customer specifies test equipment that is not widely applicable to other semiconductors we test, we require the customer to furnish the equipment on a consignment basis. We will continue to acquire additional test equipment in the future to the extent market conditions, cash generated from operations, the availability of financing and other factors make it desirable to do so. Some of the equipment and related spare parts that we require have been in short supply in recent years. Moreover, the equipment is only available from a limited number of vendors or is manufactured in relatively limited quantities and may have lead time from order to delivery in excess of six months. Assembly of Memory and Logic/Mixed-Signal Semiconductors The number of wire bonders at a given facility is commonly used as a measure of the assembly capacity of the facility. Typically, wire bonders may be used, with minor modifications, for the assembly of different products. We purchase wire bonders principally from Shinkawa Co., Ltd. and Kulicke & Soffa Industries Inc. As of February 28, 2026, we operated 955 wire bonders. In addition to wire bonders, we maintain a variety of other types of assembly equipment, such as wafer grinders, wafer mounters, wafer saws, stealth dicing, die separator, die bonders, automated molding machines, laser markers, solder platers, pad printers, dejunkers, trimmers, formers, substrate saws and lead scanners. Gold Bumping, Assembly and Testing of LCD, OLED, automotive panel and Other Display Panel Driver Semiconductors We acquired TCP-related equipment from Sharp to begin our TCP-related services. We subsequently purchased additional TCP-related testers from Advantest Corporation and assembly equipment from Shibaura Mechatronics Corp. As of February 28, 2026, we operated 10 steppers and 17 sputters for gold bumping, 105 inner-lead bonders for assembly and 731 testers for LCD, OLED, automotive panel and other display panel driver semiconductors. We are currently in the process of purchasing additional test equipment. The test equipment can be used for the COF and COG processes, while the inner-lead bonders are only used in the COF processes. The same types of wafer grinding, auto wafer mount and die saw equipment is used for the COF and COG processes. In addition, auto inspection machines and manual work are used in the COG process, which is more labor-intensive than the COF processes. 41
This discussion and analysis should be read in conjunction with our consolidated financial statements and related notes contained in this Annual Report on Form 20-F. Overview We are a company limited by shares, incorporated in ROC on July 28, 1997. We provide a broad range of ba…
This discussion and analysis should be read in conjunction with our consolidated financial statements and related notes contained in this Annual Report on Form 20-F. Overview We are a company limited by shares, incorporated in ROC on July 28, 1997. We provide a broad range of back-end assembly and testing services. Testing services include wafer probing and final testing of memory and logic/mixed-signal semiconductors. We also offer a broad selection of leadframe and organic substrate-based package assembly services for memory and logic/mixed-signal semiconductors. Our advanced leadframe-based packages include thin small outline packages, or TSOPs, and our advanced organic substrate-based packages include fine-pitch ball grid array, or fine-pitch BGA, packages. We also offer WLCSP products and turn-key flip chip assembly and testing services using variety of leadframe and organic substrate carries. In addition, we provide gold bumping, reel to reel assembly and testing services for LCD, OLED, automotive panel and other display panel driver semiconductors by employing COF and COG technologies. Our copper bumping technology supports non-driver type of products, such as RDL, copper pillar, WLCSP etc. In 2025, our consolidated revenue was NT$23,933 million (US$763 million) and our profit for the year attributable to equity holders of the Company was NT$551 million (US$18 million). The Company listed and commenced trading on the main board of TWSE on April 11, 2014. See “Item 3. Key Information—Risk Factors—Risks Relating to Our Common Shares or ADSs—The Company’s ability to maintain its listing and trading status of common shares on the Taiwan Stock Exchange or ADSs on the Nasdaq is dependent on factors outside of the Company’s control and satisfaction of stock exchange requirements. The Company may not be able to overcome such factors that disrupt its trading status of common shares on the Taiwan Stock Exchange or ADSs on the Nasdaq or satisfy other eligibility requirements that may be required of it in the future” for additional information. On January 21, 2016, ChipMOS Bermuda and the Company entered into the Merger Agreement, pursuant to which ChipMOS Bermuda merged with and into the Company, with the latter being the surviving company after the Merger. Upon completion of the Merger, the Company and its subsidiaries owned continued to conduct the business that they conducted in substantially the same manner. For additional information regarding the Merger see “Item 4. Information on the Company”. On November 30, 2016, the Company and Unigroup Guowei executed the Equity Interest Transfer Agreement. Under the agreement, ChipMOS BVI, a wholly-owned subsidiary of the Company, would sell 54.98% of the equity interests of its wholly-owned subsidiary, Unimos Shanghai, to strategic investors, including Unigroup Guowei, a subsidiary of Tsinghua Unigroup, which will hold 48% equity interests of Unimos Shanghai, and the other strategic investors, including a limited partnership owned by Unimos Shanghai’s employees, will own 6.98% equity interest of Unimos Shanghai. In March 2017, ChipMOS BVI completed the sale of 54.98% equity interests of Unimos Shanghai to Unigroup Guowei and other strategic investors. Unimos Shanghai was no longer the subsidiary of ChipMOS BVI. On June 30, 2017, we completed the first stage capital injection of Unimos Shanghai, and on January 19, 2018, completed the second stage capital injection of Unimos Shanghai. On December 16, 2019, Unigroup Guowei and one of the strategic investor sold and transferred all equity interests of Unimos Shanghai to Yangtze Memory, which holds 50% equity interests of Unimos Shanghai after the transaction completed. On May 11, 2020, one of the strategic investor sold and transferred all equity interests of Unimos Shanghai to Yangtze Memory, which holds 50.94% equity interests of Unimos Shanghai after completed transaction. On July 24, 2023, Yangtze Memory sold and transferred all equity interests of Unimos Shanghai to Yangtze Memory Holding, which holds 50.94% equity interests of Unimos Shanghai after completed transaction. On December 21, 2023, we entered into an agreement to sell the entire remaining 45.0242% equity interests in Unimos Shanghai to the local Chinese investment management companies. The equity interest transfer had been completed in May 2024. See “Item 4. Information on the Company—Our Structure and History” for more details. We conduct testing operations in our facilities at the Hsinchu Science Park, the Hsinchu Industrial Park and Chupei, gold bumping and wafer testing in our facility at Chupei, and assembly and testing operations in our facility at the Southern Taiwan Science Park. The following key trends are important to understand our business: Capital Intensive Nature of Our Business. Our operations, in particular our testing operations, are characterized by relatively high fixed costs. We expect to continue to incur substantial depreciation and other expenses as a result of our previous acquisitions of assembly and testing equipment and facilities. Our profitability depends on part not only on absolute pricing levels for our services, but also on capacity utilization rates for our assembly and testing equipment. In particular, increases or decreases in our capacity utilization rates could significantly affect our gross margins since the unit cost of assembly and testing services generally decreases as fixed costs are allocated over a larger number of units. 42 The current generation of advanced testers typically cost between US$0.7 million and US$5.5 million each, while die bonders used in assembly typically cost approximately US$270 thousand each wire bonders in assembly cost approximately US$82 thousand each and package saw in assembly cost approximately US$750 thousand each and WB plating cost approximately US$4.5 million each. We begin depreciating our equipment when it is placed into commercial operation. There may be a time lag between the time when our equipment is placed into commercial operation and when it achieves high levels of utilization. In periods of depressed semiconductor industry conditions, we may experience lower than expected demand from our customers and a sharp decline in the average selling prices of our assembly and testing services, resulting in an increase in depreciation expenses relative to revenue. In particular, the capacity utilization rates for our Display panel driver semiconductors assembly and testing equipment may be severely adversely affected during a semiconductor industry downturn as a result of the decrease in outsourcing demand from integrated device manufacturers, or IDMs, which typically maintain larger in-house testing capacity than in-house assembly capacity. Highly Cyclical Nature of the Semiconductor Industry. The worldwide semiconductor industry has experienced peaks and troughs over the last decade. The semiconductor supply chain inventory level increases and end-user demand decrease influenced by geopolitics and tariff pressures. Demand soft caused customers’ inventory adjustments and macro weakness. These macro headwinds impacted the worldwide semiconductor demand, causing consumer end market demand soft and marketing price down since the second half of 2024. However, driven by improving demand for high-value memory solutions, particularly in data center and AI-related applications, this sustained strong memory demand more than offset continued softness in certain consumer end markets since the second half of 2025. Declining Average Selling Prices of Our Assembly and Testing Services. The semiconductor industry is characterized by a general decrease in prices for products and services over the course of product and technology life cycles. The rate of decline is particularly steep during periods of intense competition and adverse market conditions. To enhance the competitiveness and increase the revenue, we will continue to seek to: •improve production efficiency and attain high capacity utilization rates; •concentrate on testing of potentially high-demand, high-growth semiconductors; •develop new assembly technologies; and •implement new technologies and platforms to shift into potentially higher margin services. Market Conditions for the End-User Applications for Semiconductors. Market conditions in the semiconductor industry, to a large degree, track those for end-user applications. Any deterioration in the market conditions for the end-user applications of semiconductors that we test and assemble may reduce demand for our services and, in turn, materially adversely affect our financial condition and results of operations. Our revenue is largely attributable to fees from testing and assembling semiconductors including DDIC and non-DDIC electronic components, for use in smart mobile devices, automotive and industrial market. Continuous pricing pressure on our assembly and testing services would negatively affect our earnings. Change in Product Mix. We intend to continue focusing on testing and assembling more semiconductors that have the potential to provide higher margins, which includes OLED, automotive application, and developing and offering new technologies in testing and assembly services for ASIC product, including flip chip packaging solution, in order to mitigate the effects of declining average selling prices for our services on our ability to attain profitability. Recent Acquisition On February 23, 2023, the Board of Directors of the Company adopted a resolution to acquire 1,000 thousand shares of Daypower Energy Co., Ltd. (“Daypower Energy”) in the amount of NT$12.5 million, representing 10% of shareholding. In August 2023, the Company holds one seat in Daypower Energy’s Board of Directors. In August 2024, the Company participated in the cash capital increase of Daypower Energy according to its shareholding ratio, with a payment amount of NT$12.5 million. On December 21, 2023, the Board of Directors of the Company has approved the proposed RMB 979.3 million sale of the equity interests in Unimos Shanghai by the Company’s wholly-owned subsidiary, ChipMOS BVI, which is included as Exhibit 4.22. Under the agreement, ChipMOS BVI sold its entire remaining 45.0242% equity interests in Unimos Shanghai to Suzhou Oriza PuHua ZhiXin Equity Investment Partnership (L.P.) and other local Chinese investment management companies. In May 2024, the equity transfer was completed and the total consideration under the all-cash sale of RMB 979.3 million has fully received in December 2024. 43 Revenue We conduct our business according to the following main business segments: (1) testing services for memory and logic/mixed-signal semiconductors; (2) assembly services for memory and logic/mixed-signal semiconductors; (3) LCD, OLED, automotive panel and other display panel driver semiconductor assembly and testing services; and (4) bumping services for memory, logic/mixed-signal and LCD, OLED, automotive panel and other display panel driver semiconductors. The following table sets forth, for the periods indicated, our consolidated revenue for each segment. Year ended December 31, 2023 2024 2025 2025 NT$ NT$ NT$ US$ (in millions) Testing $ 4,394.7 $ 4,967.9 $ 5,677.9 $ 181.0 Assembly 4,629.4 5,390.4 6,827.4 217.6 Display panel driver semiconductor assembly and testing 7,821.7 7,319.0 5,869.9 187.1 Bumping 4,510.4 5,018.6 5,557.7 177.2 Total $ 21,356.2 $ 22,695.9 $ 23,932.9 $ 762.9 Our revenue consists primarily of service fees for testing and assembling semiconductors, and to a lesser extent, fees from equipment rentals to semiconductor manufacturers for engineering testing, less allowances for product returns. We offer assembly and testing services for memory and logic/mixed-signal semiconductors, assembly and testing services for LCD, OLED, automotive panel and other display panel driver semiconductors and bumping services. Most of our customers do not place purchase orders far in advance. Our contracts with customers generally do not require minimum purchases of our products or services. Our customers’ purchase orders have varied significantly from period to period because demand for their products is often volatile. We have strategically entered into long-term capacity agreements with some of our customers. Under certain of those long-term agreements, we have agreed to reserve capacity for our customers and our customers have agreed to place orders in the amount of the reserved capacity (which is subject in certain cases to reduction by the customers). As part of our strategy, we intend to continue to enter into additional long-term capacity agreements as well as focus on our business with smaller customers or customers who do not place orders on a regular basis. We believe that the dual focused strategy would assist us to be better prepared for the current economic volatility and ensure maximum utilization rate of our capacity and help us to develop closer relationships with all types of our customers. Depending on customer demands, market conditions and other considerations, we remain to be focused on expansion of our operations with possible future long-term capacity agreements. Our financial condition and results of operations have also been, and are likely to continue to be, affected by price pressures on our service fees, which tend to decline in tandem with the declining average selling prices of the products we test and assemble over the course of product and technology life cycles. In order to maintain our margins, it is necessary to offset the fee erosion by continually improving our production efficiency and maintaining high capacity utilization rates. We also plan to continue to develop and implement new technologies and expand our services into potentially higher-margin segments. These efforts require significant upfront investment in advance of incremental revenue, which could impact our margins. Pricing We price our testing fees primarily based on the cost of testing the products to our customers’ specifications, including the costs of the required material and components, the depreciation expenses relating to the equipment involved and our overhead expenses, and with reference to prevailing market prices. Accordingly, the testing fee for a particular product would principally depend on the time taken to perform the tests, the complexity of the product and the testing process, and the cost of the equipment used to perform the test. For example, testing fees for memory semiconductors are significantly higher than those for other products because of the longer time required and the need for burn-in testing. By the way, we raised up the memory OSAT price to reflect the higher raw material cost in August 2025. In addition, TDDI as a multi-functional product which is DDIC with touch function, its testing process required longer testing time than traditional DDIC, thus the testing cost also will be higher than DDIC product. We price our assembly services on a per unit basis, taking into account the complexity of the package, our costs, including the costs of the required material and components, the depreciation expenses relating to the equipment involved and our overhead expenses, prevailing market conditions, the order size, the strength and history of our relationship with the customer and our capacity utilization. We price our assembly and testing services for DDIC/TDDI and other display panel driver semiconductors and bumping services on the basis of our costs, including the costs of the required material and components, the depreciation expenses relating to the equipment involved and our overhead expenses, and the price for comparable services. 44 Revenue Recognition We generally recognize our revenue from services for assembly and testing services based on the progress towards completion of performance obligation during the service period, and the sales discount is accrued based on historical experience. The progress towards completion on assembly services is measured by the actual input costs relative to estimate total expected input costs. The progress towards completion on testing services is measured by the actual incurred testing volume. We provide assembly and testing services based on customer’s specification, thus, the input costs incurred to assembly and testing volume completed in testing services are not linear over the duration of these services. Geography and Currency The majority of our revenue is generated from customers headquartered in Taiwan, which represented 81%, 80% and 87% of our revenue in 2023, 2024 and 2025, respectively. We also generate revenue from customers in Mainland China, Japan, Singapore and other countries. As we generate most of our revenue from Taiwanese customers using our Taiwanese operations, and since most of our labor and overhead costs are denominated in NT dollars, we consider the NT dollar to be our functional currency. See Note 41 to our consolidated financial statements contained in this Annual Report on Form 20-F and “Item 11. Quantitative and Qualitative Disclosure about Market Risk—Market Risks—Foreign Currency Exchange Rate Risks” for certain information on our exchange rate risks. Cost of Revenue and Gross Profit Our cost of revenue consists primarily of the following: depreciation expenses, raw material costs, and labor and overhead expenses, which primarily include utilities expenses, inventory supplies, maintenance and repair expense and expandable equipment. Our operations, in particular our testing, are characterized by relatively high fixed costs. We expect to continue to incur substantial depreciation and other expenses as a result of our previous and future acquisitions of assembly and testing equipment and facilities. As of February 28, 2026, we had 1,433 testers, 71 burn-in ovens, 955 wire bonders, 105 inner-lead bonders, 10 steppers and 17 sputters. We use inner-lead bonders for the assembly of LCD, OLED, automotive panel and other display panel driver semiconductors using COF technology, and wire bonders for TSOP, BGA, and some other package assembly technologies. Our profitability depends in part not only on absolute pricing levels for our services, but also on our capacity utilization rates. Our average capacity utilization rate for testing of memory and logic/mixed-signal semiconductors was 58% in 2023, 63% in 2024 and 66% in 2025. Our average capacity utilization rate for assembly of memory and logic/mixed-signal semiconductors was 46% in 2023, 59% in 2024 and 67% in 2025. Our average capacity utilization rate for Display panel driver semiconductor assembly and testing was 69% in 2023, 70% in 2024 and 65% in 2025. In addition, our average capacity utilization rate for bumping was 58% in 2023, 62% in 2024 and 59% in 2025. For each period of time selected, we derived the capacity utilization rate for our testing operations by dividing the total number of hours of actual use of our facilities’ testing equipment units by the maximum number of hours that these equipment units were capable of being used. The testing capacity utilization rate generally increases in correlation to increases in the total volume of our customer orders, and generally decreases in correlation to decreases in the total volume of our customer orders. For each period of time selected, we derived the capacity utilization rate for our assembly operations by dividing the total number of units actually produced by our assembly facilities by the maximum number of units that these facilities are capable of producing. The assembly capacity utilization rate generally increases in correlation to increases in the total volume of our customer orders, and generally decreases in correlation to decreases in the total volume of our customer orders. Our gross revenue is generally the product of the progress towards completion multiplied by the average selling price per deliverable unit from our assembly or testing services, as the case may be. As a result, in a period where the average selling prices for our services do not fluctuate significantly, increases or decreases in our capacity utilization rates generally correlate to increases or decreases in our gross revenue. Periods with significant increases in the average selling prices for our services reduce the negative impact on our gross revenue from any decreases in our capacity utilization rates. Similarly, periods with significant decreases in the average selling prices for our services reduce the positive impact on our gross revenue from any increases in our capacity utilization rates. 45 The Company has significant fixed costs in operating our assembly and testing facilities. For this reason, decreases in our cost of goods sold during a period generally occur at a slower rate than decreases, during the same period, in our gross revenue due to lower capacity utilization rates, lower average selling prices for our services, or both. Also, as a result, our gross margin and profitability generally decrease in correlation to decreases in our capacity utilization rates, decreases in our average selling prices for our services, or both. Similarly, our gross margin and profitability generally increase in correlation to increases in our capacity utilization rates, increases in our average selling prices for our services, or both. Due to the cyclical nature of the semiconductor industry, customer orders may change significantly, causing fluctuation in our capacity utilization rate and average selling prices for our service. Most of our labor and overhead costs are denominated in NT dollars. However, we also incur costs of revenues and operating expenses associated with assembly and testing services in several other currencies, including US dollars, Japanese yen and RMB. In addition, a substantial portion of our capital expenditures, primarily for the purchase of assembly and testing equipment, has been, and is expected to continue to be, denominated in US dollars with much of the remainder denominated in Japanese yen. The following table sets forth, for the periods indicated, our gross profit and our gross profit margin as a percentage of revenue. Year ended December 31, 2023 2024 2025 2025 NT$ NT$ NT$ US$ (in millions) Gross profit (loss): Testing $ 873.3 $ 951.9 $ 1,255.6 $ 40.0 Assembly (671.5 ) (605.8 ) (107.6 ) (3.4 ) Display panel driver semiconductor assembly and testing 2,446.4 1,646.5 441.6 14.1 Bumping 901.2 951.5 1,002.8 31.9 Total $ 3,549.4 $ 2,944.1 $ 2,592.4 $ 82.6 Gross profit (loss) margin: Testing 19.9 % 19.2 % 22.1 % 22.1 % Assembly -14.5 % -11.2 % -1.6 % -1.6 % Display panel driver semiconductor assembly and testing 31.3 % 22.5 % 7.5 % 7.5 % Bumping 20.0 % 19.0 % 18.0 % 18.0 % Overall 16.6 % 13.0 % 10.8 % 10.8 % Operating Expenses Sales and Marketing Sales and marketing expenses consist primarily of shipping and handling expenses incurred in delivering products to our customers’ designated locations and other marketing expenses, salaries and related expenses for sales and marketing personnel, depreciation expenses, entertainment fees and traveling expenses. General and Administrative General and administrative expenses consist of salaries and related expenses for executive, finance and accounting, and management information systems personnel, professional service fees, depreciation expenses, tax and duty fee, maintenance and repair and other corporate expenses. Research and Development Research and development expenses consist primarily of personnel expenses, depreciation expenses, maintenance and repair expenses, facilities expenses, utilities expenses and license fees paid to third parties. Research and development expenses are recognized as they are incurred. We currently expect that research and development expenses will increase in the future as we continue to explore new technologies and service offerings. We also expect to hire additional employees in our research and development department. Other Income (Expenses), Net Our other income principally consists of gain on disposal of property, plant and equipment and insurance compensation income. Our other expenses principally consist of impairment loss on property, plant and equipment. 46 Other Income Our other income principally consists of rental income, grant income and dividend income. Other Gains and Losses Our other gains principally consist of foreign exchange gains, gain on valuation of financial assets at fair value through profit or loss, gain on disposal of investments accounted for using equity method and reimbursement of ADSs service charge. Our other losses principally consist of foreign exchange losses, impairment loss on financial assets and loss on valuation of financial assets at fair value through profit or loss. Profit for the Year Attributable to Equity Holders of the Company Our profit for the year attributable to equity holders of the Company were NT$1,968 million, NT$1,440 million and NT$551 million (US$18 million) in 2023, 2024 and 2025, respectively. We believe our future results will be dependent upon the overall economic conditions in the markets we serve, the competitive environment in which we operate, and our ability to successfully implement our strategy, among other things. For additional information on factors that will affect our future performance, see “Item 3. Key Information—Risk Factors”. Results of Operations The following table sets forth, for the periods indicated, financial data from our consolidated statements of comprehensive income. Year ended December 31, 2023 2024 2025 NT$ Percentage NT$ Percentage NT$ US$ Percentage (in millions, except percentage) Revenue $ 21,356.2 100.0 % $ 22,695.9 100.0 % $ 23,932.9 $ 762.9 100.0 % Cost of revenue (17,806.8 ) (83.4 )% (19,751.8 ) (87.0 )% (21,340.5 ) (680.3 ) (89.2 )% Gross profit 3,549.4 16.6 % 2,944.1 13.0 % 2,592.4 82.6 10.8 % Operating expenses (1,726.9 ) (8.1 )% (1,770.1 ) (7.8 )% (1,688.5 ) (53.8 ) (7.0 )% Other income (expenses), net 85.9 0.4 % 99.9 0.4 % 238.8 7.6 1.0 % Operating profit 1,908.4 8.9 % 1,273.9 5.6 % 1,142.7 36.4 4.8 % Non-operating income (expenses), net 359.8 1.7 % 373.1 1.6 % (552.0 ) (17.6 ) (2.3 )% Profit before income tax 2,268.2 10.6 % 1,647.0 7.2 % 590.7 18.8 2.5 % Income tax expense (300.6 ) (1.4 )% (207.5 ) (0.9 )% (40.1 ) (1.2 ) (0.2 )% Profit for the year $ 1,967.6 9.2 % $ 1,439.5 6.3 % $ 550.6 $ 17.6 2.3 % Total comprehensive income for the year $ 1,796.6 8.4 % $ 1,549.2 6.8 % $ 634.6 $ 20.2 2.7 % The following table sets forth, for the periods indicated, earnings per common share and ADS. Year ended December 31, 2023 2024 2025 2025 NT$ NT$ NT$ US$ Earnings per share—basic $ 2.71 $ 1.98 $ 0.78 $ 0.02 Earnings per share—diluted 2.68 1.96 0.77 0.02 Earnings per equivalent ADS—basic 54.11 39.59 15.50 0.49 Earnings per equivalent ADS—diluted 53.54 39.22 15.45 0.49 Weighted average number of shares outstanding (in million shares): Basic 727.2 727.2 710.4 710.4 Diluted 734.9 734.0 712.6 712.6 47 Year Ended December 31, 2025 Compared to Year Ended December 31, 2024 Revenue. Our revenue increased by NT$1,237 million, or 5%, to NT$23,933 million (US$763 million) in 2025 from NT$22,696 million in 2024. Revenue from testing services increased by NT$710 million, or 14%, to NT$5,678 million (US$181 million) in 2025 from NT$4,968 million in 2024, principally due to the increased average selling price and customer demand. The sales quantity increased around 1% compared to 2024. Revenue from assembly services increased by NT$1,437 million, or 27%, to NT$6,827 million (US$218 million) in 2025 from NT$5,390 million in 2024, primarily as a result of the increase of average selling price, and the volume driven by memory products rebounded since the second half of 2025. Revenue from display panel driver semiconductor assembly and testing services decreased by NT$1,449 million, or 20%, to NT$5,870 million (US$187 million) in 2025 from NT$7,319 million in 2024. This decrease was principally as a result of a weaker customer demand due to inventory adjustments for market softness and the price competition among DDIC suppliers in Mainland China. The sales quantity decreased around 23% compared to 2024. Revenue from bumping services increased by NT$539 million, or 11%, to NT$5,558 million (US$177 million) in 2025 from NT$5,019 million in 2024. This increase was principally due to the increased average selling price resulting from a substantial rise in gold prices and favorable product mix. Cost of Revenue and Gross Profit. Cost of revenue increased by NT$1,589 million, or 8%, to NT$21,341 million (US$680 million) in 2025 from NT$19,752 million in 2024, primarily due to the increase of direct material expense of NT1,359 million (US$43 million) and depreciation expenses of NT$243 million (US$8 million). Our gross profit decreased to NT$2,592 million (US$83 million) in 2025 from NT$2,944 million in 2024. Our gross margin was 10.8% in 2025, compared to 13.0% in 2024, due to higher material costs, electricity charge rate and higher allocation of fixed costs resulting from the lower utilization level of display panel driver semiconductor assembly and testing services and bumping services. Our gross profit margin for testing services increased to 22.1% in 2025 from 19.2% in 2024, primarily due to the increase in revenue resulted from the increased average selling price and customer demand. Our gross profit margin for assembly services increased to -1.6% in 2025 from -11.2% in 2024, primarily due to the increase in revenue resulted from the increased average selling price and the customer demand benefiting from memory products rebounded since the second half of 2025. Our gross profit margin for display panel driver semiconductor assembly and testing services decreased to 7.5% in 2025 from 22.5% in 2024, primarily caused by the decline of average selling price. Our gross profit margin for bumping services decreased to 18.0% in 2025 from 19.0% in 2024, primarily due to the increase in direct material expense, such as rising gold prices, which dilutes our gross profit margin for bumping services because both the revenue and cost increased with higher gold price. See “— Cost of Revenue and Gross Profit” for more information concerning our assembly and testing capacity utilization rates and the impact on our revenue, gross profit and profitability from any increases or decreases in our capacity utilization rate. Year ended December 31, 2023 2024 2025 2025 NT$ NT$ NT$ US$ (in millions) Sales and marketing expenses $ 135.7 $ 128.7 $ 119.8 $ 3.8 General and administrative expenses 497.7 478.6 491.7 15.7 Research and development expenses 1,093.5 1,162.8 1,077.0 34.3 Total operating expenses $ 1,726.9 $ 1,770.1 $ 1,688.5 $ 53.8 Sales and Marketing Expenses. Sales and marketing expenses decreased by NT$9 million, or 7%, to NT$120 million (US$4 million) in 2025 from NT$129 million in 2024, primarily due to the decrease of personnel related expenses, which was primarily attributable to the lower employee bonus and compensation, and the shipping expenses. 48 General and Administrative Expenses. General and administrative expenses increased by NT$13 million, or 3%, to NT$491 million (US$16 million) in 2025 from NT$478 million in 2024, primarily due to the increase of maintenance and repair expense resulting from the system conversion and depreciation expenses and partially offset by the decrease of personnel related expenses. Research and Development Expenses. Research and development expenses decreased by NT$86 million, or 7%, to NT$1,077 million (US$34 million) in 2025 from NT$1,163 million in 2024, primarily due to the decrease of personnel related expenses, which was primarily attributable to the lower employee bonus and compensation, licenses fees paid to third parties and depreciation expenses. Other Income (Expenses), Net. Other operating income, net increased by NT$139 million, or 139%, to NT$239 million (US$8 million) in 2025 from NT$100 million in 2024, primarily due to the increase of gain on disposal of property, plant and equipment, net and insurance compensation income due to earthquake damage. Year ended December 31, 2023 2024 2025 2025 NT$ NT$ NT$ US$ (in millions) Interest income $ 193.2 $ 197.7 $ 243.3 $ 7.8 Other income 77.6 58.1 76.1 2.4 Other gains and losses 135.5 393.6 (427.2 ) (13.6 ) Financial costs (266.4 ) (279.0 ) (301.3 ) (9.6 ) Share of profit (loss) of associates and joint ventures accounted for using equity method 219.9 2.7 (142.9 ) (4.6 ) Total non-operating income (expenses), net $ 359.8 $ 373.1 $ (552.0 ) $ (17.6 ) Non-Operating Income (Expenses), Net. Non-operating expenses, net increased by NT$925 million, or 248%, to NT$552 million (US$18 million) in 2025 from non-operating income, net NT$373 million in 2024, primarily due to the adverse impact on the foreign exchange of NT$702 million (US$22 million) from the foreign exchange gains of NT$243 million in 2024 to the foreign exchange losses of NT$459 million (US$15 million) in 2025, the adverse impact on share of associates accounted for using equity method of NT$146 million (US$5 million) from the share of profit of associates accounted for using equity method of NT$3 million in 2024 to the share of loss of associates accounted for using equity method NT$143 million (US$5 million) in 2025 and the gain on disposal of non-current assets held for sale of NT$72 million in 2024. Net Profit. As a result of the foregoing operations, net profit decreased by NT$889 million, or 62% to NT$551 million (US$18 million) in 2025 from NT$1,440 million in 2024. Our income tax expense of NT$40 million (US$1 million) in 2025 compared to NT$208 million for 2024, primarily due to the decrease in taxable income and the lower additional income tax imposed on unappropriated earnings in the R.O.C. in 2025. Year Ended December 31, 2024 Compared to Year Ended December 31, 2023 For a detailed description of the comparison of our operating results for the year ended December 31, 2024 to the year ended December 31, 2023, please refer to “Item 5. Operating and Financial Review and Prospects—Results of Operations—Year Ended December 31, 2024 Compared to Year Ended December 31, 2023” of our annual report on Form 20-F filed with the Securities and Exchange Commission on April 15, 2025. Impact of Foreign Currency Fluctuations and Governmental or Political Factors For a discussion of the impact of foreign currency fluctuations and governmental economics, fiscal, monetary or political policies or factors that may directly or indirect impact us, see “Item 3. Key Information—Risks Factors—Risks Relating to Our Business—Fluctuations in exchange rates could result in foreign exchange losses” and “Item 3. Key Information—Risks Factors—Risks Relating to Countries in Which We Conduct Operations. 49 Liquidity and Capital Resources Since our inception, we have funded our operations and growth primarily through the issuance of equity, a mixture of short- and long-term bank loans and cash flow from operations. As of December 31, 2025, our primary sources of liquidity were cash and cash equivalents of NT$14,859 million (US$474 million), short-term bank loans of NT$5,091 million (US$162 million) available to us in undrawn facilities, which we plan to renew when facilities expired or will expire from March 2026 to December 2026, and long-term bank loans of NT$4,350 million (US$139 million) available to us in undrawn facilities, which will expire in December 2026. We have taken the following steps to meet our liquidity, capital spending and other capital needs. On January 1, 2019, MOEA implemented the Action Plan for Welcoming Overseas Taiwanese Businesses to Return to Invest in Taiwan and companies are subsidized with preferential interest loans for qualified investment projects. The Company has obtained the qualification from the MOEA, and signed loan agreements with financial institutions during January 2020 to December 2024 with the line of credit amounted to NT$25.44 billion (US$811 million) and terms from seven to ten years. As of the issue date of this report, the Company has used NT$21.09 billion (US$672 million) of the credit line. See “Item 3. Key Information—Risk Factors—Risks Relating to Our Business—Our significant amount of indebtedness and interest expense will limit our cash flow and could adversely affect our operations” for additional information. The following table summarizes our contractual obligations and commitments as of December 31, 2025, or the periods indicated: Payments Due by Period Contractual Obligations Total Within 1 year 1 to 3 years 3 to 5 years Over 5 years NT$ NT$ NT$ NT$ NT$ (in millions) Short-term bank loans(1) $ 2,734 $ 2,734 $ — $ — $ — Long-term bank loans(1) 13,392 3,090 5,244 3,193 1,865 Lease liabilities(1) 1,080 131 95 72 782 Capital commitments 21 — — — 21 Total contractual cash obligations $ 17,227 $ 5,955 $ 5,339 $ 3,265 $ 2,668 Note: (1)Includes interest payments. Assumes level of relevant interest rates remains at December 31, 2025, level throughout all relevant periods. In addition to the commitments set forth in the contractual obligations table above, we have certain outstanding purchase orders relating to the procurement of raw materials for which there are no definite delivery dates or deadlines. The following table sets forth capital expenditures, depreciation and amortization and our cash flows with respect to operating activities, investing activities, financing activities and the effect of exchange rate changes on cash for the periods indicated. Year ended December 31, 2023 2024 2025 2025 NT$ NT$ NT$ US$ (in millions) Capital expenditures $ 3,228.5 $ 5,451.4 $ 3,666.1 $ 116.9 Depreciation and amortization 4,779.3 4,856.2 5,100.7 162.6 Net cash generated from (used in): Operating activities $ 6,607.5 $ 5,940.6 $ 3,996.4 $ 127.4 Investing activities (3,090.2 ) (615.1 ) (3,739.4 ) (119.2 ) Financing activities (1,059.1 ) (2,475.4 ) (607.2 ) (19.4 ) Effect of exchange rate changes (0.8 ) 14.9 (9.9 ) (0.3 ) Net increase in cash and cash equivalents $ 2,457.4 $ 2,865.0 $ (360.1 ) $ (11.5 ) 50 Net Cash Generated from Operating Activities Net cash generated from operating activities amounted to NT$3,996 million (US$127 million) in 2025, primarily as a result of (i) profit before income tax of NT$591 million (US$19 million), (ii) our non-cash depreciation in the amount of NT$5,101 million (US$163 million), and (iii) the changes in accounts receivable and inventories of NT$1,695 million (US$54 million). Net cash generated from operating activities amounted to NT$5,941 million in 2024, primarily as a result of (i) profit before income tax of NT$1,647 million, (ii) our non-cash depreciation in the amount of NT$4,856 million, and (iii) income tax paid of NT$609 million. The decrease in net cash generated from operating activities in 2025 compared to 2024 was primarily due to the decrease in profit before income tax and the cash outflows from changes in accounts receivables. Change in accounts receivable were due to year-end revenue increased and customer payment schedule. The decrease in income tax paid compared to prior year was due to lower net profit in 2024. In addition, there is no provisional income tax payment required in 2025 as the Company met certain criteria for an exemption from filing provisional tax in compliance with Taiwan’s Income Tax Act, compared with the provisional income tax payment of NT$224 million in 2024. Net Cash Used in Investing Activities Net cash used in investing activities amounted to NT$3,739 million (US$119 million) in 2025, primarily due to net payment for property, plant and equipment of NT$3,851 million (US$123 million). Net cash used in investing activities amounted to NT$615 million in 2024, primarily due to net payment for property, plant and equipment of NT$5,006 million and partially offset by the proceeds from disposal of non-current assets held for sale of NT$4,394 million. Net Cash Used in Financing Activities Net cash used in financing activities amounted to NT$607 million (US$19 million) in 2025. This amount comprises net proceeds from short-term bank loans and net payments on long-term bank loans and lease liabilities in the amount of NT$1,082 million (US$34 million), the distribution of cash dividends and payments to acquire treasury shares in the amount of NT$1,817 million (US$58 million). Net cash used in financing activities amounted to NT$2,475 million in 2024. This amount comprises net payments on long-term bank loans and lease liabilities and net proceeds from short-term bank loans in the amount of NT$1,166 million and the distribution of cash dividends in the amount of NT$1,309 million. For a detailed description of the comparison of our cash flows for the year ended December 31, 2024 to the year ended December 31, 2023, please refer to “Item 5. Operating and Financial Review and Prospects —Liquidity and Capital Resources” of our annual report on Form 20-F filed with the Securities and Exchange Commission on April 15, 2025. Loans As of December 31, 2025, we had long-term bank loans of NT$12,765 million (US$407 million) (including current portions of such long-term bank loans of NT$2,897 million (US$92 million)). As of December 31, 2025, NT$8,658 million (US$276 million) of our long-term bank loans were collateralized by land, buildings and equipment. Our long-term bank loans were floating rate loans with a rate between 1.525% to 1.975% as of December 31, 2025. Government granted bank loan is repayable monthly from March 2023 to February 2035. We had entered into the following long-term loans facilities: •On January 1, 2019, MOEA implemented the Action Plan for Welcoming Overseas Taiwanese Businesses to Return to Invest in Taiwan and companies are subsidized with preferential interest loans for qualified investment projects. The Company has obtained the qualification from the MOEA, and signed loan agreements with financial institutions during January 2020 to December 2024 with the line of credit amounted to NT$25.44 billion (US$811 million) and terms from seven to ten years. As of the issue date of this report, the Company has used the credit line of the aforementioned project loans for amount of NT$21.09 billion (US$672 million). In addition, a substantial portion of our short-term and long-term borrowings may be subject to repayment upon a material deterioration of our financial condition, results of operations or our ability to perform under the loan agreements. 51 Set forth below are the maturities of our long-term bank loans outstanding as of December 31, 2025: As of December 31, 2025 NT$ US$ (in millions) During 2026 $ 2,897 $ 92 During 2027 2,452 78 During 2028 2,520 80 During 2029 1,810 58 During 2030 and onwards 3,086 99 $ 12,765 $ 407 As of December 31, 2025, certain of our property, plant and equipment and non-current financial assets at amortized cost with an aggregate net book value of NT$12,578 million (US$401 million) and NT$43 million (US$1 million), respectively, were pledged as collateral mainly for long-term bank loans and leases. As of December 31, 2025, we had unsecured short-term bank loans in the total amount of NT$2,706 million (US$86 million), which was paid or will expire from January 2026 to June 2026. We believe our current cash and cash equivalents, cash flows from operations and available credit facilities will be sufficient to meet our capital spending, commitments and other capital needs through the one year after the issuance date of financial statements. There can be no assurance regarding these matters, however, considering prevailing global economic conditions which continue to have a negative impact on our ability to accurately forecast our revenues, results of operations and cash position. See “Item 3. Key Information—Risk Factors—Risks Relating to Our Business—Our significant amount of indebtedness and interest expense will limit our cash flow and could adversely affect our operations”. Research and development, patents and licenses See the discussion under “Item 4. Information on the Company—Research and Development”. Trend Information Other than as disclosed elsewhere in this annual report, we are not aware of any trends, uncertainties, demands, commitments or events for the period from January 1, 2025 to December 31, 2025 that are reasonably likely to have a material effect on our operating revenues, income, profitability, liquidity or capital resources, or that caused the disclosed financial information to be not necessarily indicative of future operating results or financial conditions. Taxation The Company is entitled to tax incentives generally available to Taiwan companies under the ROC Statute for Industrial Innovation, a profit-seeking enterprise may deduct up to (i) 15% of its research and development expenditures from its income tax payable for the fiscal year in which these expenditures are incurred; or (ii) 10% of its research and development expenditures from its income tax payable for the fiscal year in which these expenditures are incurred or the following two years. However, the deduction may not exceed 30% of the income tax payable for that fiscal year. In 2023, 2024 and 2025, tax credits resulted in tax savings for the Company of approximately NT$12 million, NT$18 million and NT$12 million (US$383 thousand), respectively. For the purpose of optimizing industrial structure, the Executive Yuan of the ROC government encourages domestic companies to make multiple innovations along with the applications of the smart technology. Companies may deduct to the income tax payable for the current year up to 5% of the annual spending or the income tax payable for the three years from current year up to 3% of the annual spending. However, the deduction may not exceed 30% of the income tax payable for that fiscal year. Companies are eligible for the investment credit under the preceding paragraph and other types of investment credit in a year, the total amount creditable in that year shall not exceed 50% of the income tax payable for the current year, unless the current year is the final year for using such credit and no cap is imposed on the creditable amount for that year according to other laws. In 2025, tax credits resulted in tax savings for the Company of approximately NT$45 million (US$1 million). 52 Companies are encouraged to use their earnings to make substantial investment or upgrade production technology or the quality of products or services. If companies use a certain amount of undistributed earnings to construct or purchase buildings, software or hardware equipment, or technology for use in production or operation as needed for operation of its business or ancillary business within three years from the year after such earnings are derived, such investment amounts may be deducted from the undistributed earnings in calculation of the current year’s undistributed earnings. The ROC government enacted the alternative minimum tax (“AMT”) Act that became effective on January 1, 2006. The AMT imposed under the AMT Act is a supplemental tax which is payable if the income tax payable pursuant to the ROC Income Tax Act is below the minimum amount prescribed under the AMT Act. The taxable income for calculating the AMT includes most income that is exempted from income tax under various legislations, such as tax holidays and investment tax credits. The AMT rate for business entities is 12%. However, the AMT Act grandfathered certain tax exemptions and tax credits granted prior to the enactment of the AMT. In 2023, 2024 and 2025, AMT Act had no effects on the tax expenses of the Company since the income tax payable is above the minimum amount prescribed under the AMT Act.