Item 2.02. Results of Operations and Financial Condition On November 2, 2021, IPG Photonics Corporation (the "Company") announced its financial results for the quarter ended September 30, 2021. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K. In accordance with General Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 referenced herein, 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, nor shall it be deemed incorporated by reference in any filing by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

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

On November 2, 2021, IPG Photonics Corporation (the "Company") announced that effective October 29, 2021, John Peeler, Lead Independent Director of the Company, assumed the role of non-executive Chairman of the Board of Directors (the "Board"). Mr. Peeler was appointed to the Board in 2012 and has served as Lead Independent Director since 2017. Mr. Peeler succeeds the late Dr. Valentin P. Gapontsev, founder of the Company, who had been appointed executive Chairman of the Board after the roles of Chairman and CEO were separated in May 2021. With the appointment of Mr. Peeler, the Company does not currently intend to fill the role of Lead Independent Director, as the functions of such position will be included in and fulfilled by the non-executive Chairman position. Additionally, following the vacancy created by the recent passing of Dr. Gapontsev, on October 29, 2021, the Company decreased the size of its Board to eight. As a result, there is no vacancy on the Board.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On October 29, 2021, the Board amended and restated the Company's amended and restated Bylaws, dated August 18, 2020 (the "Amended and Restated Bylaws") primarily to adopt the title of Chair in place of Chairman while allowing flexibility to utilize the term of choice, clarify the roles and reporting of the Chair and Chief Executive Officer, clarify the roles of Lead Independent Director (if any) and executive officers at stockholder and Board meetings in the absence of the Chair, and make additional clarifying and conforming revisions.

The Amended and Restated Bylaws are effective October 29, 2021. The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended and Restated Bylaws, which is attached hereto as Exhibit 3.2 to this Current Report on Form 8-K and is incorporated herein by reference.

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Item 9.01. Financial Statements and Exhibits
(d) Exhibits

Exhibit 99.1 relating to Item 2.02 shall be deemed to be furnished, and not
filed:
Exhibit Number                 Exhibit Description
Exhibit 3.2                      Amended and Restated Bylaws of IPG Photonics Corporation.
                                 Press Release issued by IPG Photonics Corporation on     November
Exhibit 99.1                       2    , 2021  .
Exhibit 104                    Inline XBRL for the cover page of this Current Report on Form 8-K.

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