X0303 4 2010-05-19 0 0001039399 FORMFACTOR INC FORM 0001256957 EVERETT G CARL JR 7005 SOUTHFRONT ROAD LIVERMORE CA 94551 1 1 0 0 Chief Executive Officer Non-Qualified Stock Option (right to buy) 13.6 2010-05-19 4 A 0 50000 0 A 2017-05-19 Common Stock 50000 50000 D Restricted Stock Units 0 2010-05-19 4 A 0 20000 0 A Common Stock 20000 32000 D The option vests over a two-year period in equal monthly installments commencing on the date of grant, subject to continued service. If the reporting person's employment is terminated for any reason before an applicable Vesting Date, all options and/or restricted stock units that have not yet vested shall be forfeited without consideration, except as provided in the change of control severance agreement and any other agreements regarding award vesting and exercisability between the reporting person and Issuer, which agreements or form agreements are filed with the SEC. The Restricted Stock Units vest in two equal annual installments on each May 19 of 2011 and 2012, subject to continued service. THE CONFIRMING STATEMENT GRANTING THE ATTORNEY-IN-FACT THE AUTHORITY TO EXECUTE AND FILE THIS FORM 4 HAS BEEN PREVIOUSLY FILED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION. By: \s\ Stuart L Merkadeau, Attorney-in-Fact For: G. Carl Everett 2010-05-21