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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): October 20, 2025
 
KEYSIGHT TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
 
Delaware   001-36334   46-4254555
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)
 
1400 Fountaingrove Parkway 95403
Santa Rosa CA
(Address of principal executive offices) (Zip Code)
 
Registrant’s telephone number, including area code (800) 829-4444

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐        Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading symbol Name on each exchange on which registered
Common Stock, par value $0.01 per share KEYS New York Stock Exchange

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

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







Item 7.01 Regulation FD Disclosure.

On October 20, 2025, Keysight Technologies, Inc. posted an investor presentation related to its recent acquisitions on its website www.keysight..com/investor-relations. A copy of the presentation is attached hereto as Exhibit 99.1.

The information in Item 7.01 of this Current Report on Form 8-K is being furnished pursuant to Item 7.01 of Form 8-K and, according to general instruction B.2. thereunder, the information in this Item 7.01 of this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information in this Item 7.01 of this Current Report shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

The following is furnished as an exhibit to this report and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended:

Exhibit No. Description
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
2


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

KEYSIGHT TECHNOLOGIES, INC.
By: /s/ Jeffrey K. Li
Name: Jeffrey K. Li
Title: Senior Vice President, General Counsel and
Secretary
Date: October 20, 2025


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EX-99.1 2 keysightacquiresspirento.htm EX-99.1 keysightacquiresspirento
1 Keysight Advances Software- Centric Solutions Strategy Completes Spirent, Optical Solutions Group, and PowerArtist Acquisitions October 2025

 
2 Advances Software-Centric Solutions Strategy, Broadens Solutions Portfolio, and Extends SAM Keysight Acquires Spirent, Optical Solutions Group, and PowerArtist 1 Per company estimates OSG: Optical Solutions Group PA: PowerArtist Strategic Rationale • Expands software solutions with advanced design, simulation, and assurance capabilities tailored for communications, aerospace and defense, automotive, and autonomous systems • Spirent extends emulation offerings for satellite and core network use cases, enabling hyperscalers, service providers, and enterprise customers • OSG and PA broaden Keysight’s design engineering software portfolio, and strengthen its position in system-level simulation and emulation, especially in high-performance and multi-physics workflows • Aligned with long-term secular growth drivers, including AI, 6G, space and satellite, and automotive Transaction Overview • ~$1.7B capital deployment meets Keysight’s strategic and financial M&A hurdles • Spirent (net of divestiture proceeds): ~$1.1B; Optical Solutions Group + PowerArtist: ~$0.6B • Settled with balance sheet cash • Post-transaction cash balance >$1.5B, gross leverage of <2X, and net leverage <1X • Expands served addressable market by ~$1.25B1 Attractive Financial Profile • Adds ~$375M of revenue with aggregate gross margin >75%1 • Expands overall software mix by ~300 bps1 • Immediately accretive to gross margin; expected to be operating margin accretive post-integration • Expected to be EPS accretive 12 months post-close1

 
3 Software-centric solution portfolio, increases ARR SAM expansion ($1B+) with complementary capabilities in adjacent markets – live network assurance, positioning technologies, strengthens 6G Common customer base with upsell and cross-sell opportunities Enhanced operating leverage through top line and cost synergies Electrical, RF, & Optical Test Mobile Device Design & Emulation Keysight Spirent Wi-Fi Emulation Core Network Assurance & Automation In cr ea si ng s of tw ar e co nt en t Expands Capabilities, Addressable Market, and Complete Solutions Application Physical Protocol + + Wireline / AI Network Emulation, Visibility, & Security Positioning Design & Emulation Note: Figure above is for illustrative purposes only RAN: Radio access network Positioning Design & Emulation Aerospace Defense, Satellite, Automotive Hyperscalers, Service Providers, Enterprises Mobile Networks Mobile, Chipsets, Devices VALUE DRIVERS RAN Emulation Keysight + Spirent

 
4 Keysight Portfolio Expansion from Spirent Acquisition • Leading positioning, navigation emulation, and validation solutions • Spans lab-grade simulation, real- world record/playback, and expert services for defense, space, automotive, handset/chipset • Strengthens 6G strategy with resilient positioning and non- terrestrial network validation • Complementary wireless capabilities, including Wi-Fi • Enables design and emulation of chipsets and devices in R&D • Enhanced interoperability and standards compliance solutions for location and wireless technologies • Automated assurance of core and transport networks for service providers, enterprises, and hyperscalers • Device, live network, and user experience benchmarking for video, data, voice, and gaming applications WirelessNetwork Assurance Automation Versatile software portfolio to automate design and deployment workflows across service providers, enterprises, and hyperscalers Positioning

 
5 Synopsys OSG: Optical Design and Simulation Ansys PowerArtist: Design for Power Advances Keysight’s System-Level Simulation Capabilities with Complementary Optical and Power Solutions OSG + PowerArtist: Expanding our Design Engineering Software Portfolio DESIGN ENGINEERING EDA INDUSTRY-LEADING SOLUTIONS PORTFOLIO VIRTUAL PROTOTYPING PHYSICAL SYSTEMS PROTOTYPE DESIGN & SIMULATION SOFTWARE EMULATION & TEST SOLUTIONS Positions Keysight to lead in next-generation system simulation, optical modeling, and power-aware design OSG: Optical Solutions Group SoC: System-on-chip Synopsys OPTICAL Ansys POWERARTIST • Accelerates energy-efficient chip design with early-stage power analysis, profiling, and optimization • Automates power reduction, enabling predictable improvements and faster time-to-market for AI, mobile, and networking SoCs • Adds a comprehensive software portfolio for optical systems design, analysis, simulation, and virtual prototyping • Deep domain expertise in photonics, optics, and multi-physics simulation complements Keysight’s leading capabilities in photonics design and physical layer solutions