Results of Operations · Reg FD Disclosure

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)  February 7, 2022     Vishay Intertechnology, Inc.   (Exact name of registrant as specified in its charter) Delaware 1-7416 38-1686453 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number)     63 Lancaster Avenue Malvern , PA 19355 -2143 (Address of Principal Executive Offices) Zip Code   Registrant's telephone number, including area code    610 - 644-1300   (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)) 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. ☐ Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading symbol   Name of exchange on which registered Common stock, par value $0.10 per share VSH   New York Stock Exchange Item 2.02 – Results of Operations and Financial Condition On February 8, 2022, Vishay Intertechnology, Inc. ("the Company") issued a press release announcing its financial results for the fiscal quarter and year ended December 31, 2021.  A copy of the press release is attached as Exhibit 99.2 to this report.   Item 7.01 – Regulation FD Disclosure Computational Guidance on Earnings Per Share Estimates The Company frequently receives questions from analysts and stockholders regarding its diluted earnings per share ("EPS") computation.  The Company’s convertible debt repurchase activity over the past three years, together with the adoption of the new convertible debt standard and related actions, significantly reduces the variability of the shares to be utilized in the calculation of diluted EPS. The expected shares to be utilized in the calculation of diluted EPS for the first fiscal quarter of 2022 is approximately 146 million. This estimate of shares expected to be used in the calculation of diluted EPS should be read in conjunction with the information on earnings per share in the Company's filings on Form 10-Q and Form 10-K.  This estimate is unaudited and not necessarily indicative of the shares used in the diluted EPS computation for any period subsequent to the first fiscal quarter of 2022.  The Company assumes no duty to revise this estimate as a result of significant changes versus the assumed average stock price for the quarter and other parameters on which it is based.  Item 8.01 – Other Events On February 7, 2022, the Company issued a press release announcing that its Board of Directors has adopted a Stockholder Return Policy that will remain in effect until such time as the Board votes to amend or rescind the policy .  A copy of the press release announcing the Stockholder Return Policy is attached as Exhibit 99.1 to this report Item 9.01 – Financial Statements and Exhibits   (d) Exhibits Exhibit No.   Description            99.1   Press release announcing the Stockholder Return Policy dated February 7, 2022   99.2   Press release announcing financial results for the fiscal quarter and year ended December 31, 2021 dated February 8, 2022    104   Cover Page Interactive Data File (embedded within the Inline XBRL document).     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. Date: February 8, 2022   VISHAY INTERTECHNOLOGY, INC.   By: /s/ Lori Lipcaman     Name: Lori Lipcaman   Title: Executive Vice President and     Chief Financial Officer