Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On November 23, 2021, Edward J. Brown, Jr., currently a member of the Board of Directors (the "Board") of Onto Innovation Inc. (the "Company"), notified the Board of his voluntary decision to retire from the Company's Board and to not stand for re-election at the 2022 Annual Meeting of Stockholders (the "Annual Meeting"), which is expected to be held in May 2022. Mr. Brown will continue to serve as a member of the Board until the expiration of his term at the Annual Meeting. Mr. Brown's decision to retire was not the result of any dispute or disagreement with the Company, the Company's management or the Board on any matter relating to the operations, policies or practices of the Company. The Board thanks Mr. Brown for his leadership and service to the Company.

Exhibit No. Description of Exhibit



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