PDF Solutions Inc. (NASDAQ: PDFS) announced the launch of an underwritten public offering of 3,806,924 shares of common stock. The offering consists of 3,306,924 shares to be sold by Advantest America Inc. and 500,000 shares to be sold by the company.

Underwriters will have a 30-day option to purchase up to an additional 571,038 shares from PDF Solutions at the public offering price, less underwriting discounts and commissions. The company will not receive proceeds from shares sold by Advantest America.

Morgan Stanley serves as sole active book-running manager for the offering. Wells Fargo Securities, Societe Generale, and Needham & Company are also acting as book-running managers.

The securities are being offered under a shelf registration statement on Form S-3 filed with the Securities and Exchange Commission on May 13, 2026, which became effective upon filing. The offering will be made through a written prospectus supplement and accompanying prospectus.

PDF Solutions provides data solutions for the semiconductor and electronics industry to improve product yield and quality. The company was founded in 1991 and is headquartered in Santa Clara, California, with operations across North America, Europe, and Asia.

The offering is subject to market and other conditions. The company stated there can be no assurance regarding whether or when the offering may be completed, or the actual size or terms of the offering.