|
|
|
|
|
Delaware
|
|
94-3065014
|
(State or other jurisdiction of Incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
5245 Hellyer Avenue
|
|
|
||
San Jose
|
,
|
California
|
|
95138-1002
|
(Address of principal executive offices)
|
|
(Zip code)
|
Title of Each Class
|
|
Trading Symbol(s)
|
|
Name of Each Exchange on Which Registered
|
Common Stock
|
|
POWI
|
|
The Nasdaq Global Select Market
|
Large Accelerated Filer
|
x
|
Accelerated Filer
|
☐
|
Non-accelerated Filer
|
☐
|
Smaller Reporting Company
|
☐
|
|
|
Emerging Growth Company
|
☐
|
|
|
|
|
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Page
|
|
|
|
|
||
ITEM 1.
|
||
ITEM 1A.
|
||
ITEM 1B.
|
||
ITEM 2.
|
||
ITEM 3.
|
||
ITEM 4.
|
||
|
||
ITEM 5.
|
||
ITEM 6.
|
||
ITEM 7.
|
||
ITEM 7A.
|
||
ITEM 8.
|
||
ITEM 9.
|
||
ITEM 9A.
|
||
ITEM 9B.
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||
|
||
ITEM 10.
|
||
ITEM 11.
|
||
ITEM 12.
|
||
ITEM 13.
|
||
ITEM 14.
|
||
|
||
ITEM 15.
|
||
ITEM 16.
|
||
|
•
|
Increase our penetration of the markets we serve. We currently address AC-DC applications with power outputs up to approximately 500 watts, gate-driver applications of approximately ten kilowatts and higher, and motor-drive applications up to approximately 300 watts. Through our research and development efforts, we seek to introduce more advanced products for these markets offering higher levels of integration and performance compared to earlier products. We also continue to expand our sales and application-engineering staff and our network of distributors, as well as our offerings of technical documentation and design-support tools and services to help customers use our products. These tools and services include our PI Expert™ design software, which we offer free of charge, and our transformer-sample service.
|
•
|
Increase the size of our addressable market. Prior to 2010 our addressable market consisted of AC-DC applications with up to about 50 watts of output, a served available market (“SAM”) opportunity of approximately $1.5 billion. Since that time we have expanded our SAM to more than $4 billion through a variety of means. These include the introduction of products that enable us to address higher-power AC-DC applications (such as our Hiper™ product families), the introduction of LED-driver products, and our entry into the gate-driver market through the acquisition
|
•
|
Fewer Components, Reduced Size and Higher Reliability
|
•
|
Reduced Time-to-Market, Enhanced Manufacturability
|
•
|
Energy Efficiency
|
•
|
Wide Power Range and Scalability
|
•
|
AC-DC power conversion products
|
•
|
High-voltage gate drivers
|
•
|
Motor-driver products
|
Market Category
|
Primary Applications
|
Communications
|
Mobile-phone chargers, routers, cordless phones, broadband modems, voice-over-IP phones, other network and telecom gear
|
Computer
|
Desktop PCs and monitors, servers, adapters for tablets and notebook computers, other computer peripherals
|
Consumer
|
Major and small appliances, air conditioners, TV set-top boxes, digital cameras, TVs, video-game consoles
|
Industrial
|
Industrial controls, LED lighting, utility meters, motor controls, uninterruptible power supplies, tools, networked thermostats, power strips and other “smart home” devices, industrial motor drives, renewable energy systems, electric locomotives, electric buses and other electric vehicles, high-voltage DC transmission systems
|
|
Year Ended December 31,
|
|||||||
Customer
|
2019
|
|
2018
|
|
2017
|
|||
Avnet
|
11
|
%
|
|
14
|
%
|
|
16
|
%
|
Name
|
Position With Power Integrations
|
Age
|
Balu Balakrishnan
|
President, Chief Executive Officer and Director
|
65
|
Douglas Bailey
|
Vice President, Marketing
|
53
|
Radu Barsan
|
Vice President, Technology
|
67
|
David “Mike” Matthews
|
Vice President, Product Development
|
55
|
Sandeep Nayyar
|
Vice President, Finance and Chief Financial Officer
|
60
|
Ben Sutherland
|
Vice President, Worldwide Sales
|
48
|
Raja Petrakian
|
Vice President, Operations
|
55
|
Clifford Walker
|
Vice President, Corporate Development
|
68
|
•
|
the demand for our products declining in the major end markets we serve, which may occur due to competitive factors, supply-chain fluctuations or changes in macroeconomic conditions;
|
•
|
our products are sold through distributors, which limits our direct interaction with our end customers, which reduces our ability to forecast sales and increases the complexity of our business;
|
•
|
reliance on international sales activities for a substantial portion of our net revenues;
|
•
|
the volume and timing of delivery of orders placed by us with our wafer foundries and assembly subcontractors, and their ability to procure materials;
|
•
|
competitive pressures on selling prices;
|
•
|
the ability of our products to penetrate additional markets;
|
•
|
the volume and timing of orders received from customers;
|
•
|
fluctuations in exchange rates, particularly the exchange rate between the U.S. dollar and the Japanese yen, the Euro and the Swiss franc;
|
•
|
our ability to develop and bring to market new products and technologies on a timely basis;
|
•
|
the lengthy timing of our sales cycle;
|
•
|
undetected defects and failures in meeting the exact specifications required by our products;
|
•
|
our ability to attract and retain qualified personnel;
|
•
|
the inability to adequately protect or enforce our intellectual property rights;
|
•
|
expenses we are required to incur (or choose to incur) in connection with our intellectual property litigations;
|
•
|
continued impact of changes in securities laws and regulations, including potential risks resulting from our evaluation of our internal controls over financial reporting;
|
•
|
changes in tax rules and regulations, changes in interpretation of tax rules and regulations, or unfavorable assessments from tax audits may increase the amount of taxes we are required to pay;
|
•
|
changes in environmental laws and regulations, including with respect to energy consumption and climate change;
|
•
|
interruptions in our information technology systems;
|
•
|
uncertainties arising out of economic consequences of current and potential military actions or terrorist activities and associated political instability;
|
•
|
risks associated with acquisitions and strategic investments;
|
•
|
our ability to successfully integrate, or realize the expected benefits from, our acquisitions; and
|
•
|
earthquakes, terrorists acts, pandemic or other disasters.
|
•
|
manage a more complex supply chain;
|
•
|
monitor the level of inventory of our products at each distributor, and
|
•
|
monitor the financial condition and credit-worthiness of our distributors, many of which are located outside of the United States and are not publicly traded.
|
•
|
tariffs, protectionist measures and other trade barriers and restrictions;
|
•
|
potential insolvency of international distributors and representatives;
|
•
|
reduced protection for intellectual property rights in some countries;
|
•
|
the impact of recessionary environments in economies outside the United States;
|
•
|
the burdens of complying with a variety of foreign and applicable U.S. Federal and state laws; and
|
•
|
foreign-currency exchange risk.
|
•
|
inability to realize anticipated benefits, which may occur due to any of the reasons described below, or for other unanticipated reasons
|
•
|
the risk of litigation or disputes with customers, suppliers, partners or stockholders of an acquisition target arising from a proposed or completed transaction;
|
•
|
impairment of acquired intangible assets and goodwill as a result of changing business conditions, technological advancements or worse-than-expected performance, which would adversely affect our financial results; and
|
•
|
unknown, underestimated and/or undisclosed commitments, liabilities or issues not discovered in our due diligence of such transactions.
|
Company/Index
|
|
12/31/14
|
|
12/31/15
|
|
12/31/16
|
|
12/31/17
|
|
12/31/18
|
|
12/31/19
|
||||||
Power Integrations, Inc.
|
|
100.00
|
|
|
94.93
|
|
|
133.73
|
|
|
146.13
|
|
|
122.28
|
|
|
200.11
|
|
Nasdaq Composite
|
|
100.00
|
|
|
106.96
|
|
|
116.45
|
|
|
150.96
|
|
|
146.67
|
|
|
200.49
|
|
Nasdaq Electronic Components
|
|
100.00
|
|
|
98.12
|
|
|
127.26
|
|
|
181.19
|
|
|
160.26
|
|
|
239.78
|
|
(1)
|
This Section is not “soliciting material,” is not deemed “filed” with the SEC and is not to be incorporated by reference in any filing of Power Integrations under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, whether made before or after the date hereof and irrespective of any general incorporation language in any such filing.
|
Consolidated Statement of Income Data
|
Year Ended December 31,
|
||||||||||||||||||
(in thousands, except per share amounts)
|
2019(1)
|
|
2018
|
|
2017(2)(3)
|
|
2016(2)
|
|
2015(2)(4)
|
||||||||||
Net revenues
|
$
|
420,669
|
|
|
$
|
415,955
|
|
|
$
|
431,755
|
|
|
$
|
389,668
|
|
|
$
|
344,609
|
|
Income from operations
|
217,022
|
|
|
55,648
|
|
|
57,637
|
|
|
48,874
|
|
|
38,906
|
|
|||||
Provision (benefit) for income taxes
|
28,946
|
|
|
(10,220
|
)
|
|
32,690
|
|
|
1,054
|
|
|
179
|
|
|||||
Net income
|
$
|
193,468
|
|
|
$
|
69,984
|
|
|
$
|
27,609
|
|
|
$
|
48,898
|
|
|
$
|
39,152
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Earnings per share:
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
$
|
6.61
|
|
|
$
|
2.38
|
|
|
$
|
0.93
|
|
|
$
|
1.69
|
|
|
$
|
1.35
|
|
Diluted
|
$
|
6.49
|
|
|
$
|
2.32
|
|
|
$
|
0.90
|
|
|
$
|
1.65
|
|
|
$
|
1.32
|
|
Shares used in per share calculation:
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
29,267
|
|
|
29,456
|
|
|
29,674
|
|
|
28,925
|
|
|
29,001
|
|
|||||
Diluted
|
29,816
|
|
|
30,147
|
|
|
30,545
|
|
|
29,619
|
|
|
29,696
|
|
|||||
Dividends per share
|
$
|
0.70
|
|
|
$
|
0.64
|
|
|
$
|
0.56
|
|
|
$
|
0.52
|
|
|
$
|
0.48
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Consolidated Balance Sheet Data
|
Year Ended December 31,
|
||||||||||||||||||
(in thousands)
|
2019(1)
|
|
2018
|
|
2017(2)(3)
|
|
2016(2)
|
|
2015(2)(4)
|
||||||||||
Cash and cash equivalents
|
$
|
178,690
|
|
|
$
|
134,137
|
|
|
$
|
93,655
|
|
|
$
|
62,134
|
|
|
$
|
90,092
|
|
Short-term marketable securities
|
232,398
|
|
|
94,451
|
|
|
189,236
|
|
|
188,323
|
|
|
83,769
|
|
|||||
Cash, cash equivalents and short-term marketable securities
|
411,088
|
|
|
228,588
|
|
|
282,891
|
|
|
250,457
|
|
|
173,861
|
|
|||||
Working capital
|
490,863
|
|
|
284,066
|
|
|
313,483
|
|
|
274,318
|
|
|
203,050
|
|
|||||
Total assets
|
803,896
|
|
|
588,697
|
|
|
621,074
|
|
|
554,410
|
|
|
486,707
|
|
|||||
Long-term liabilities
|
28,874
|
|
|
13,259
|
|
|
22,341
|
|
|
7,380
|
|
|
6,925
|
|
|||||
Stockholders’ equity
|
$
|
724,546
|
|
|
$
|
527,072
|
|
|
$
|
547,682
|
|
|
$
|
503,084
|
|
|
$
|
442,590
|
|
(1)
|
In October 2019 we entered into a favorable litigation settlement with ON Semiconductor Corporation which resulted in a $169.0 million net gain (Refer to Note 13, Legal Proceedings and Contingencies, in our Notes to Consolidated Financial Statements included in this Annual Report on Form 10-K).
|
(2)
|
In 2017 we adopted Accounting Standards Update 2014-09, Revenue from Contracts with Customers, which amended the accounting standards for revenue recognition. The standards were applied on a retrospective basis to 2015 and 2016.
|
(3)
|
In December 2017 the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act.
|
(4)
|
In 2015 we acquired Cambridge Semiconductor Limited (CamSemi), a UK company.
|
•
|
revenue recognition;
|
•
|
stock-based compensation;
|
•
|
estimating write-downs for excess and obsolete inventory;
|
•
|
income taxes;
|
•
|
business combinations; and
|
•
|
goodwill and intangible assets.
|
|
Year Ended December 31,
|
|||||||
|
2019
|
|
2018
|
|
2017
|
|||
Net revenues
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
Cost of revenues
|
49.3
|
|
|
48.4
|
|
|
50.5
|
|
Gross profit
|
50.7
|
|
|
51.6
|
|
|
49.5
|
|
Operating expenses:
|
|
|
|
|
|
|||
Research and development
|
17.5
|
|
|
17.0
|
|
|
15.9
|
|
Sales and marketing
|
12.9
|
|
|
12.8
|
|
|
11.9
|
|
General and administrative
|
8.9
|
|
|
8.4
|
|
|
8.4
|
|
Litigation settlement
|
(40.2
|
)
|
|
—
|
|
|
—
|
|
Total operating expenses
|
(0.9
|
)
|
|
38.2
|
|
|
36.2
|
|
Income from operations
|
51.6
|
|
|
13.4
|
|
|
13.3
|
|
Other income
|
1.3
|
|
|
1.0
|
|
|
0.6
|
|
Income before income taxes
|
52.9
|
|
|
14.4
|
|
|
13.9
|
|
Provision (benefit) for income taxes
|
6.9
|
|
|
(2.4
|
)
|
|
7.5
|
|
Net income
|
46.0
|
%
|
|
16.8
|
%
|
|
6.4
|
%
|
End Market
|
2019
|
|
2018
|
|
2017
|
|||
Communications
|
26
|
%
|
|
20
|
%
|
|
24
|
%
|
Computer
|
5
|
%
|
|
5
|
%
|
|
5
|
%
|
Consumer
|
35
|
%
|
|
38
|
%
|
|
38
|
%
|
Industrial
|
34
|
%
|
|
37
|
%
|
|
33
|
%
|
Customer
|
2019
|
|
2018
|
|
2017
|
|||
Avnet
|
11
|
%
|
|
14
|
%
|
|
16
|
%
|
(dollars in millions)
|
2019
|
|
Change
|
|
2018
|
|
Change
|
|
2017
|
||||||||
Gross profit
|
$
|
213.4
|
|
|
(0.7
|
)%
|
|
$
|
214.8
|
|
|
0.5
|
%
|
|
$
|
213.7
|
|
Gross margin
|
50.7
|
%
|
|
|
|
51.6
|
%
|
|
|
|
49.5
|
%
|
(dollars in millions)
|
2019
|
|
Change
|
|
2018
|
|
Change
|
|
2017
|
||||||||
R&D expenses
|
$
|
73.5
|
|
|
4.1
|
%
|
|
$
|
70.6
|
|
|
3.0
|
%
|
|
$
|
68.5
|
|
Percentage of net revenues
|
17.5
|
%
|
|
|
|
17.0
|
%
|
|
|
|
15.9
|
%
|
(dollars in millions)
|
2019
|
|
Change
|
|
2018
|
|
Change
|
|
2017
|
||||||||
Sales and marketing expenses
|
$
|
54.3
|
|
|
2.3
|
%
|
|
$
|
53.1
|
|
|
3.3
|
%
|
|
$
|
51.4
|
|
Percentage of net revenues
|
12.9
|
%
|
|
|
|
12.8
|
%
|
|
|
|
11.9
|
%
|
(dollars in millions)
|
2019
|
|
Change
|
|
2018
|
|
Change
|
|
2017
|
||||||||
G&A expenses
|
$
|
37.6
|
|
|
5.9
|
%
|
|
$
|
35.5
|
|
|
(1.8
|
)%
|
|
$
|
36.1
|
|
Percentage of net revenues
|
8.9
|
%
|
|
|
|
8.4
|
%
|
|
|
|
8.4
|
%
|
(dollars in millions)
|
2019
|
|
Change
|
|
2018
|
|
Change
|
|
2017
|
||||||||
Other income
|
$
|
5.4
|
|
|
32.0
|
%
|
|
$
|
4.1
|
|
|
54.6
|
%
|
|
$
|
2.7
|
|
Percentage of net revenues
|
1.3
|
%
|
|
|
|
1.0
|
%
|
|
|
|
0.6
|
%
|
(dollars in millions)
|
2019
|
|
Change
|
|
2018
|
|
Change
|
|
2017
|
||||||||
Provision (benefit) for income taxes
|
$
|
28.9
|
|
|
383.2
|
%
|
|
$
|
(10.2
|
)
|
|
(131.3
|
)%
|
|
$
|
32.7
|
|
Percentage of net revenues
|
6.9
|
%
|
|
|
|
(2.4
|
)%
|
|
|
|
7.5
|
%
|
|||||
Effective tax rate
|
13.0
|
%
|
|
|
|
(17.1
|
)%
|
|
|
|
54.2
|
%
|
|
Payments Due by Period
|
||||||||||||||||||
(in thousands)
|
Total
|
|
Less than 1 Year
|
|
1 - 3 Years
|
|
4 - 5 Years
|
|
Over 5 Years
|
||||||||||
Operating lease obligations
|
$
|
9,838
|
|
|
$
|
2,131
|
|
|
$
|
4,236
|
|
|
$
|
2,389
|
|
|
$
|
1,082
|
|
|
December 31, 2019
|
||||||
(in thousands of USD)
|
5%
|
|
10%
|
||||
Swiss franc and euro foreign exchange impact
|
$
|
24
|
|
|
$
|
48
|
|
•
|
We tested the effectiveness of controls over management’s evaluation of the accounting for the settlement including the technical evaluation of the elements of the agreement and timing of recognition of those elements.
|
•
|
We obtained and reviewed the agreement to identify the elements that exist in the agreement and evaluated the nature of the elements that arose.
|
•
|
We utilized professionals in our firm having expertise in accounting for contingencies to assist in our evaluation of the Company’s accounting for the agreement.
|
•
|
We performed audit procedures to understand the nature of the elements of the agreement including an evaluation of the appropriateness of the recognition and timing of the amounts received.
|
|
|
|
|
|
|
||||||
|
Year Ended December 31,
|
||||||||||
(In thousands, except per share amounts)
|
2019
|
|
2018
|
|
2017
|
||||||
NET REVENUES
|
$
|
420,669
|
|
|
$
|
415,955
|
|
|
$
|
431,755
|
|
COST OF REVENUES
|
207,267
|
|
|
201,167
|
|
|
218,091
|
|
|||
GROSS PROFIT
|
213,402
|
|
|
214,788
|
|
|
213,664
|
|
|||
|
|
|
|
|
|
||||||
OPERATING EXPENSES:
|
|
|
|
|
|
||||||
Research and development
|
73,470
|
|
|
70,580
|
|
|
68,501
|
|
|||
Sales and marketing
|
54,297
|
|
|
53,064
|
|
|
51,384
|
|
|||
General and administrative
|
37,582
|
|
|
35,496
|
|
|
36,142
|
|
|||
Litigation settlement
|
(168,969
|
)
|
|
—
|
|
|
—
|
|
|||
Total operating expenses
|
(3,620
|
)
|
|
159,140
|
|
|
156,027
|
|
|||
INCOME FROM OPERATIONS
|
217,022
|
|
|
55,648
|
|
|
57,637
|
|
|||
OTHER INCOME
|
5,392
|
|
|
4,116
|
|
|
2,662
|
|
|||
INCOME BEFORE INCOME TAXES
|
222,414
|
|
|
59,764
|
|
|
60,299
|
|
|||
PROVISION (BENEFIT) FOR INCOME TAXES
|
28,946
|
|
|
(10,220
|
)
|
|
32,690
|
|
|||
NET INCOME
|
$
|
193,468
|
|
|
$
|
69,984
|
|
|
$
|
27,609
|
|
|
|
|
|
|
|
||||||
EARNINGS PER SHARE:
|
|
|
|
|
|
||||||
Basic
|
$
|
6.61
|
|
|
$
|
2.38
|
|
|
$
|
0.93
|
|
Diluted
|
$
|
6.49
|
|
|
$
|
2.32
|
|
|
$
|
0.90
|
|
|
|
|
|
|
|
||||||
SHARES USED IN PER SHARE CALCULATION:
|
|
|
|
|
|
||||||
Basic
|
29,267
|
|
|
29,456
|
|
|
29,674
|
|
|||
Diluted
|
29,816
|
|
|
30,147
|
|
|
30,545
|
|
|
Year Ended December 31,
|
||||||||||
(In thousands)
|
2019
|
|
2018
|
|
2017
|
||||||
Net income
|
$
|
193,468
|
|
|
$
|
69,984
|
|
|
$
|
27,609
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
|
|
||||||
Foreign currency translation adjustments, net of $0 tax in 2019, 2018 and 2017
|
(518
|
)
|
|
(236
|
)
|
|
79
|
|
|||
Unrealized gain (loss) on marketable securities, net of $0 tax in 2019, 2018 and 2017
|
849
|
|
|
161
|
|
|
(207
|
)
|
|||
Unrealized actuarial gain (loss) on pension benefits, net of tax of $497, ($144), and ($194) in 2019, 2018 and 2017, respectively
|
(1,772
|
)
|
|
525
|
|
|
699
|
|
|||
Total other comprehensive income (loss)
|
(1,441
|
)
|
|
450
|
|
|
571
|
|
|||
Total comprehensive income
|
$
|
192,027
|
|
|
$
|
70,434
|
|
|
$
|
28,180
|
|
|
Common Stock
|
Additional
Paid-In
|
Accumulated
Other Comprehensive
|
Retained
|
Total
Stockholders’
|
||||||||||||
(In thousands)
|
Shares
|
Amount
|
Capital
|
Loss
|
Earnings
|
Equity
|
|||||||||||
BALANCE AT JANUARY 1, 2017
|
29,250
|
|
$
|
28
|
|
$
|
172,875
|
|
$
|
(2,710
|
)
|
$
|
332,891
|
|
$
|
503,084
|
|
Cumulative-effect adjustment from adoption of ASC 2016-09
|
—
|
|
—
|
|
—
|
|
—
|
|
7,542
|
|
7,542
|
|
|||||
Issuance of common stock under employee stock option and stock award plans
|
569
|
|
1
|
|
5,086
|
|
—
|
|
—
|
|
5,087
|
|
|||||
Repurchase of common stock
|
(129
|
)
|
—
|
|
(9,188
|
)
|
—
|
|
—
|
|
(9,188
|
)
|
|||||
Issuance of common stock under employee stock purchase plan
|
92
|
|
—
|
|
4,934
|
|
—
|
|
—
|
|
4,934
|
|
|||||
Stock-based compensation expense related to employee stock options and awards
|
—
|
|
—
|
|
23,337
|
|
—
|
|
—
|
|
23,337
|
|
|||||
Stock-based compensation expense related to employee stock purchases
|
—
|
|
—
|
|
1,340
|
|
—
|
|
—
|
|
1,340
|
|
|||||
Payment of dividends to stockholders
|
—
|
|
—
|
|
—
|
|
—
|
|
(16,634
|
)
|
(16,634
|
)
|
|||||
Unrealized actuarial gain on pension benefits
|
—
|
|
—
|
|
—
|
|
699
|
|
—
|
|
699
|
|
|||||
Unrealized loss on marketable securities
|
—
|
|
—
|
|
—
|
|
(207
|
)
|
—
|
|
(207
|
)
|
|||||
Foreign currency translation adjustment
|
—
|
|
—
|
|
—
|
|
79
|
|
—
|
|
79
|
|
|||||
Net income
|
—
|
|
—
|
|
—
|
|
—
|
|
27,609
|
|
27,609
|
|
|||||
BALANCE AT DECEMBER 31, 2017
|
29,782
|
|
29
|
|
198,384
|
|
(2,139
|
)
|
351,408
|
|
547,682
|
|
|||||
Issuance of common stock under employee stock option and stock award plans
|
591
|
|
—
|
|
4,010
|
|
—
|
|
—
|
|
4,010
|
|
|||||
Repurchase of common stock
|
(1,572
|
)
|
(1
|
)
|
(103,153
|
)
|
—
|
|
—
|
|
(103,154
|
)
|
|||||
Issuance of common stock under employee stock purchase plan
|
88
|
|
—
|
|
5,343
|
|
—
|
|
—
|
|
5,343
|
|
|||||
Stock-based compensation expense related to employee stock options and awards
|
—
|
|
—
|
|
20,027
|
|
—
|
|
—
|
|
20,027
|
|
|||||
Stock-based compensation expense related to employee stock purchases
|
—
|
|
—
|
|
1,553
|
|
—
|
|
—
|
|
1,553
|
|
|||||
Payment of dividends to stockholders
|
—
|
|
—
|
|
—
|
|
—
|
|
(18,823
|
)
|
(18,823
|
)
|
|||||
Unrealized actuarial gain on pension benefits
|
—
|
|
—
|
|
—
|
|
525
|
|
—
|
|
525
|
|
|||||
Unrealized gain on marketable securities
|
—
|
|
—
|
|
—
|
|
161
|
|
—
|
|
161
|
|
|||||
Foreign currency translation adjustment
|
—
|
|
—
|
|
—
|
|
(236
|
)
|
—
|
|
(236
|
)
|
|||||
Net income
|
—
|
|
—
|
|
—
|
|
—
|
|
69,984
|
|
69,984
|
|
|||||
BALANCE AT DECEMBER 31, 2018
|
28,889
|
|
28
|
|
126,164
|
|
(1,689
|
)
|
402,569
|
|
527,072
|
|
|||||
Issuance of common stock under employee stock option and stock award plans
|
565
|
|
—
|
|
4,359
|
|
—
|
|
—
|
|
4,359
|
|
|||||
Repurchase of common stock
|
(121
|
)
|
—
|
|
(7,302
|
)
|
—
|
|
—
|
|
(7,302
|
)
|
|||||
Issuance of common stock under employee stock purchase plan
|
98
|
|
—
|
|
5,549
|
|
—
|
|
—
|
|
5,549
|
|
|||||
Stock-based compensation expense related to employee stock awards
|
—
|
|
—
|
|
21,686
|
|
—
|
|
—
|
|
21,686
|
|
|||||
Stock-based compensation expense related to employee stock purchases
|
—
|
|
—
|
|
1,661
|
|
—
|
|
—
|
|
1,661
|
|
|||||
Payment of dividends to stockholders
|
—
|
|
—
|
|
—
|
|
—
|
|
(20,506
|
)
|
(20,506
|
)
|
|||||
Unrealized actuarial loss on pension benefits
|
—
|
|
—
|
|
—
|
|
(1,772
|
)
|
—
|
|
(1,772
|
)
|
|||||
Unrealized gain on marketable securities
|
—
|
|
—
|
|
—
|
|
849
|
|
—
|
|
849
|
|
|||||
Foreign currency translation adjustment
|
—
|
|
—
|
|
—
|
|
(518
|
)
|
—
|
|
(518
|
)
|
|||||
Net income
|
—
|
|
—
|
|
—
|
|
—
|
|
193,468
|
|
193,468
|
|
|||||
BALANCE AT DECEMBER 31, 2019
|
29,431
|
|
$
|
28
|
|
$
|
152,117
|
|
$
|
(3,130
|
)
|
$
|
575,531
|
|
$
|
724,546
|
|
(in thousands)
|
December 31, 2019
|
|
December 31, 2018
|
||||
Accounts receivable trade
|
$
|
61,036
|
|
|
$
|
54,055
|
|
Accrued ship and debit
|
(33,475
|
)
|
|
(40,118
|
)
|
||
Allowance for stock rotation and rebate
|
(2,524
|
)
|
|
(2,159
|
)
|
||
Allowance for doubtful accounts
|
(763
|
)
|
|
(706
|
)
|
||
Total
|
$
|
24,274
|
|
|
$
|
11,072
|
|
(in thousands)
|
December 31, 2019
|
|
December 31, 2018
|
||||
Raw materials
|
$
|
39,058
|
|
|
$
|
41,138
|
|
Work-in-process
|
25,982
|
|
|
15,612
|
|
||
Finished goods
|
25,340
|
|
|
24,107
|
|
||
Total
|
$
|
90,380
|
|
|
$
|
80,857
|
|
(in thousands)
|
December 31, 2019
|
|
December 31, 2018
|
||||
Prepaid income tax
|
$
|
5,615
|
|
|
$
|
3,081
|
|
Prepaid legal fees
|
16
|
|
|
181
|
|
||
Prepaid maintenance agreements
|
819
|
|
|
2,047
|
|
||
Advance to suppliers
|
3,579
|
|
|
2,157
|
|
||
Interest receivable
|
1,279
|
|
|
595
|
|
||
Other
|
4,289
|
|
|
3,854
|
|
||
Total
|
$
|
15,597
|
|
|
$
|
11,915
|
|
(in thousands)
|
December 31, 2019
|
|
December 31, 2018
|
||||
Land
|
$
|
21,790
|
|
|
$
|
20,288
|
|
Construction-in-progress
|
18,604
|
|
|
21,696
|
|
||
Building and improvements
|
55,785
|
|
|
53,610
|
|
||
Machinery and equipment
|
168,576
|
|
|
160,028
|
|
||
Computer software and hardware and office furniture and fixtures
|
52,265
|
|
|
53,681
|
|
||
|
317,020
|
|
|
309,303
|
|
||
Accumulated depreciation
|
(200,401
|
)
|
|
(195,186
|
)
|
||
Total
|
$
|
116,619
|
|
|
$
|
114,117
|
|
Building and improvements
|
4-40 years
|
Machinery and equipment
|
2-8 years
|
Computer software and hardware and office furniture and fixtures
|
4-7 years
|
(in thousands)
|
Unrealized Gains and Losses on Available-for-Sale Securities
|
|
Defined Benefit Pension Items
|
|
Foreign Currency Items
|
|
Total
|
||||||||
Balance at January 1, 2017
|
$
|
(220
|
)
|
|
$
|
(1,936
|
)
|
|
$
|
(554
|
)
|
|
$
|
(2,710
|
)
|
Other comprehensive income (loss) before reclassifications
|
(207
|
)
|
|
502
|
|
|
79
|
|
|
374
|
|
||||
Amounts reclassified from accumulated other comprehensive loss
|
—
|
|
|
197
|
|
(1)
|
—
|
|
|
197
|
|
||||
Other comprehensive income
|
(207
|
)
|
|
699
|
|
|
79
|
|
|
571
|
|
||||
Balance at December 31, 2017
|
(427
|
)
|
|
(1,237
|
)
|
|
(475
|
)
|
|
(2,139
|
)
|
||||
Other comprehensive income (loss) before reclassifications
|
161
|
|
|
401
|
|
|
(236
|
)
|
|
326
|
|
||||
Amounts reclassified from accumulated other comprehensive loss
|
—
|
|
|
124
|
|
(1)
|
—
|
|
|
124
|
|
||||
Other comprehensive income
|
161
|
|
|
525
|
|
|
(236
|
)
|
|
450
|
|
||||
Balance at December 31, 2018
|
(266
|
)
|
|
(712
|
)
|
|
(711
|
)
|
|
(1,689
|
)
|
||||
Other comprehensive income (loss) before reclassifications
|
849
|
|
|
(1,839
|
)
|
|
(518
|
)
|
|
(1,508
|
)
|
||||
Amounts reclassified from accumulated other comprehensive loss
|
—
|
|
|
67
|
|
(1)
|
—
|
|
|
67
|
|
||||
Other comprehensive loss
|
849
|
|
|
(1,772
|
)
|
|
(518
|
)
|
|
(1,441
|
)
|
||||
Balance at December 31, 2019
|
$
|
583
|
|
|
$
|
(2,484
|
)
|
|
$
|
(1,229
|
)
|
|
$
|
(3,130
|
)
|
(1)
|
This component of accumulated other comprehensive loss is included in the computation of net periodic pension cost for the years ended December 31, 2019, 2018 and 2017.
|
|
Fair Value Measurement at
|
||||||||||
|
December 31, 2019
|
||||||||||
(in thousands)
|
Total Fair Value
|
|
Quoted Prices in Active Markets for Identical Assets (Level 1)
|
|
Significant Other Observable Inputs
(Level 2)
|
||||||
Corporate securities
|
$
|
232,398
|
|
|
$
|
—
|
|
|
$
|
232,398
|
|
Commercial paper
|
146,955
|
|
|
—
|
|
|
146,955
|
|
|||
Money market funds
|
2,983
|
|
|
2,983
|
|
|
—
|
|
|||
Total
|
$
|
382,336
|
|
|
$
|
2,983
|
|
|
$
|
379,353
|
|
|
Fair Value Measurement at
|
||||||||||
|
December 31, 2018
|
||||||||||
(in thousands)
|
Total Fair Value
|
|
Quoted Prices in Active Markets for Identical Assets (Level 1)
|
|
Significant Other Observable Inputs
(Level 2)
|
||||||
Corporate securities
|
$
|
94,451
|
|
|
$
|
—
|
|
|
$
|
94,451
|
|
Commercial paper
|
96,366
|
|
|
—
|
|
|
96,366
|
|
|||
Money market funds
|
304
|
|
|
304
|
|
|
—
|
|
|||
Total
|
$
|
191,121
|
|
|
$
|
304
|
|
|
$
|
190,817
|
|
|
Amortized
|
|
Gross Unrealized
|
|
Estimated Fair
|
||||||||||
(in thousands)
|
Cost
|
|
Gains
|
|
Losses
|
|
Market Value
|
||||||||
Investments due in 3 months or less:
|
|
|
|
|
|
|
|
||||||||
Corporate securities
|
$
|
15,934
|
|
|
$
|
18
|
|
|
$
|
—
|
|
|
$
|
15,952
|
|
Total
|
15,934
|
|
|
18
|
|
|
—
|
|
|
15,952
|
|
||||
Investments due in 4-12 months:
|
|
|
|
|
|
|
|
||||||||
Corporate securities
|
71,223
|
|
|
269
|
|
|
—
|
|
|
71,492
|
|
||||
Total
|
71,223
|
|
|
269
|
|
|
—
|
|
|
71,492
|
|
||||
Investments due in 12 months or greater:
|
|
|
|
|
|
|
|
||||||||
Corporate securities
|
144,658
|
|
|
302
|
|
|
(6
|
)
|
|
144,954
|
|
||||
Total
|
144,658
|
|
|
302
|
|
|
(6
|
)
|
|
144,954
|
|
||||
Total marketable securities
|
$
|
231,815
|
|
|
$
|
589
|
|
|
$
|
(6
|
)
|
|
$
|
232,398
|
|
|
Amortized
|
|
Gross Unrealized
|
|
Estimated Fair
|
||||||||||
(in thousands)
|
Cost
|
|
Gains
|
|
Losses
|
|
Market Value
|
||||||||
Investments due in 3 months or less:
|
|
|
|
|
|
|
|
||||||||
Corporate securities
|
$
|
6,788
|
|
|
$
|
—
|
|
|
$
|
(2
|
)
|
|
$
|
6,786
|
|
Total
|
6,788
|
|
|
—
|
|
|
(2
|
)
|
|
6,786
|
|
||||
Investments due in 4-12 months:
|
|
|
|
|
|
|
|
||||||||
Corporate securities
|
60,123
|
|
|
—
|
|
|
(244
|
)
|
|
59,879
|
|
||||
Total
|
60,123
|
|
|
—
|
|
|
(244
|
)
|
|
59,879
|
|
||||
Investments due in 12 months or greater:
|
|
|
|
|
|
|
|
||||||||
Corporate securities
|
27,806
|
|
|
2
|
|
|
(22
|
)
|
|
27,786
|
|
||||
Total
|
27,806
|
|
|
2
|
|
|
(22
|
)
|
|
27,786
|
|
||||
Total marketable securities
|
$
|
94,717
|
|
|
$
|
2
|
|
|
$
|
(268
|
)
|
|
$
|
94,451
|
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||||||||||
(in thousands)
|
Gross
|
|
Accumulated
Amortization
|
|
Net
|
|
Gross
|
|
Accumulated
Amortization
|
|
Net
|
||||||||||||
Domain name
|
$
|
1,261
|
|
|
$
|
—
|
|
|
$
|
1,261
|
|
|
$
|
1,261
|
|
|
$
|
—
|
|
|
$
|
1,261
|
|
In-process research and development
|
—
|
|
|
—
|
|
|
—
|
|
|
4,690
|
|
|
—
|
|
|
4,690
|
|
||||||
Developed technology
|
37,960
|
|
|
(25,933
|
)
|
|
12,027
|
|
|
33,270
|
|
|
(22,464
|
)
|
|
10,806
|
|
||||||
Customer relationships
|
20,030
|
|
|
(18,098
|
)
|
|
1,932
|
|
|
20,030
|
|
|
(16,520
|
)
|
|
3,510
|
|
||||||
Technology licenses
|
1,926
|
|
|
(281
|
)
|
|
1,645
|
|
|
1,000
|
|
|
(115
|
)
|
|
885
|
|
||||||
Total intangible assets
|
$
|
61,177
|
|
|
$
|
(44,312
|
)
|
|
$
|
16,865
|
|
|
$
|
60,251
|
|
|
$
|
(39,099
|
)
|
|
$
|
21,152
|
|
Fiscal Year
|
Estimated
Amortization
(in thousands)
|
||
2020
|
$
|
4,359
|
|
2021
|
3,494
|
|
|
2022
|
2,415
|
|
|
2023
|
2,173
|
|
|
2024
|
1,279
|
|
|
Thereafter
|
1,884
|
|
|
Total
|
$
|
15,604
|
|
|
Year Ended December 31,
|
||||||||||
(in thousands)
|
2019
|
|
2018
|
|
2017
|
||||||
Cost of revenues
|
$
|
1,237
|
|
|
$
|
1,097
|
|
|
$
|
1,321
|
|
Research and development
|
8,423
|
|
|
7,688
|
|
|
8,496
|
|
|||
Sales and marketing
|
5,015
|
|
|
4,729
|
|
|
5,197
|
|
|||
General and administrative
|
8,672
|
|
|
8,066
|
|
|
9,663
|
|
|||
Total stock-based compensation expense
|
$
|
23,347
|
|
|
$
|
21,580
|
|
|
$
|
24,677
|
|
|
Unrecognized Compensation
Expense for Unvested
Awards
(in thousands)
|
|
Weighted Average
Remaining Recognition
Period
(in years)
|
||
Long-term performance-based awards
|
$
|
1,693
|
|
|
2.00
|
Restricted stock units
|
35,276
|
|
|
2.94
|
|
Purchase plan
|
142
|
|
|
0.08
|
|
Total unrecognized compensation expense
|
$
|
37,111
|
|
|
|
(shares and intrinsic value in thousands)
|
Shares
|
|
Weighted
Average
Exercise
Price
|
|
Weighted Average
Remaining Contractual
Term
(in years)
|
|
Aggregate
Intrinsic
Value
|
|||||
Outstanding at January 1, 2017
|
697
|
|
|
$
|
28.62
|
|
|
|
|
|
||
Granted
|
—
|
|
|
—
|
|
|
|
|
|
|||
Exercised
|
(186
|
)
|
|
$
|
27.48
|
|
|
|
|
|
||
Forfeited or expired
|
—
|
|
|
—
|
|
|
|
|
|
|||
Outstanding at December 31, 2017
|
511
|
|
|
$
|
29.03
|
|
|
|
|
|
||
Granted
|
—
|
|
|
—
|
|
|
|
|
|
|||
Exercised
|
(176
|
)
|
|
$
|
22.60
|
|
|
|
|
|
||
Forfeited or expired
|
—
|
|
|
—
|
|
|
|
|
|
|||
Outstanding at December 31, 2018
|
335
|
|
|
$
|
32.41
|
|
|
|
|
|
||
Granted
|
—
|
|
|
—
|
|
|
|
|
|
|||
Exercised
|
(168
|
)
|
|
$
|
25.96
|
|
|
|
|
|
||
Forfeited or expired
|
—
|
|
|
—
|
|
|
|
|
|
|||
Outstanding at December 31, 2019
|
167
|
|
|
$
|
38.88
|
|
|
1.30
|
|
$
|
10,051
|
|
Vested and Exercisable at December 31, 2019
|
167
|
|
|
|
|
1.30
|
|
$
|
10,051
|
|
|
|
Options Outstanding
|
|
Options Exercisable
|
||||||||||||
(shares in thousands)
Range of Exercise Prices
|
|
Options Outstanding
|
|
Weighted Average
Remaining Contractual Term
(in years)
|
|
Weighted Average Exercise Price
|
|
Options Exercisable
|
|
Weighted Average Exercise Price
|
||||||
$32.26 - $38.07
|
|
92
|
|
|
0.74
|
|
$
|
36.80
|
|
|
92
|
|
|
$
|
36.80
|
|
$39.49 - $42.88
|
|
75
|
|
|
1.99
|
|
$
|
41.43
|
|
|
75
|
|
|
$
|
41.43
|
|
|
|
167
|
|
|
1.30
|
|
$
|
38.88
|
|
|
167
|
|
|
$
|
38.88
|
|
(shares and intrinsic value in thousands)
|
Shares
|
|
Weighted Average Grant-Date Fair Value Per Share
|
|
Weighted Average Remaining Contractual Term
(in years) |
|
Aggregate Intrinsic
Value
|
||||||
Outstanding at January 1, 2017
|
99
|
|
|
$
|
46.25
|
|
|
|
|
|
|||
Granted
|
88
|
|
|
$
|
63.99
|
|
|
|
|
|
|||
Vested
|
(99
|
)
|
|
$
|
46.25
|
|
|
|
|
|
|||
Forfeited or canceled
|
(9
|
)
|
|
$
|
63.99
|
|
|
|
|
|
|||
Outstanding at December 31, 2017
|
79
|
|
|
$
|
63.99
|
|
|
|
|
|
|||
Granted
|
89
|
|
|
$
|
62.87
|
|
|
|
|
|
|||
Vested
|
(79
|
)
|
|
$
|
63.99
|
|
|
|
|
|
|||
Forfeited or canceled
|
(63
|
)
|
|
$
|
62.87
|
|
|
|
|
|
|||
Outstanding at December 31, 2018
|
26
|
|
|
$
|
62.87
|
|
|
|
|
|
|||
Granted
|
93
|
|
|
$
|
70.11
|
|
|
|
|
|
|||
Vested
|
(26
|
)
|
|
$
|
62.87
|
|
|
|
|
|
|||
Forfeited or canceled
|
(32
|
)
|
|
$
|
70.11
|
|
|
|
|
|
|||
Outstanding at December 31, 2019
|
61
|
|
|
$
|
70.11
|
|
|
—
|
|
|
$
|
5,999
|
|
Outstanding and expected to vest at December 31, 2019
|
61
|
|
|
|
|
—
|
|
|
$
|
5,999
|
|
(shares and intrinsic value in thousands)
|
Shares
|
|
Weighted Average Grant-Date Fair Value Per Share
|
|
Weighted Average Remaining Contractual Term
(in years)
|
|
Aggregate Intrinsic Value
|
|||||
Outstanding at January 1, 2017
|
150
|
|
|
$
|
47.65
|
|
|
|
|
|
||
Granted
|
71
|
|
|
$
|
63.00
|
|
|
|
|
|
||
Vested
|
—
|
|
|
—
|
|
|
|
|
|
|||
Forfeited or canceled
|
(37
|
)
|
|
$
|
51.59
|
|
|
|
|
|
||
Outstanding at December 31, 2017
|
184
|
|
|
$
|
52.80
|
|
|
|
|
|
||
Granted
|
72
|
|
|
$
|
59.90
|
|
|
|
|
|
||
Vested
|
(38
|
)
|
|
$
|
52.45
|
|
|
|
|
|
||
Forfeited or canceled
|
(5
|
)
|
|
$
|
43.26
|
|
|
|
|
|
||
Outstanding at December 31, 2018
|
213
|
|
|
$
|
55.48
|
|
|
|
|
|
||
Granted
|
72
|
|
|
$
|
68.17
|
|
|
|
|
|
||
Vested
|
(70
|
)
|
|
$
|
43.26
|
|
|
|
|
|
||
Forfeited or canceled
|
(71
|
)
|
|
$
|
63.00
|
|
|
|
|
|
||
Outstanding at December 31, 2019
|
144
|
|
|
$
|
64.05
|
|
|
1.50
|
|
$
|
14,203
|
|
Outstanding and expected to vest at December 31, 2019
|
58
|
|
|
|
|
2.00
|
|
$
|
5,768
|
|
(shares and intrinsic value in thousands)
|
Shares
|
|
Weighted Average Grant-Date Fair Value Per Share
|
|
Weighted Average Remaining Contractual Term
(in years)
|
|
Aggregate Intrinsic Value
|
|||||
Outstanding at January 1, 2017
|
718
|
|
|
$
|
47.54
|
|
|
|
|
|
||
Granted
|
558
|
|
|
$
|
60.82
|
|
|
|
|
|
||
Vested
|
(284
|
)
|
|
$
|
46.52
|
|
|
|
|
|
||
Forfeited
|
(44
|
)
|
|
$
|
50.89
|
|
|
|
|
|
||
Outstanding at December 31, 2017
|
948
|
|
|
$
|
55.51
|
|
|
|
|
|
||
Granted
|
275
|
|
|
$
|
62.85
|
|
|
|
|
|
||
Vested
|
(296
|
)
|
|
$
|
53.78
|
|
|
|
|
|
||
Forfeited
|
(32
|
)
|
|
$
|
59.43
|
|
|
|
|
|
||
Outstanding at December 31, 2018
|
895
|
|
|
$
|
58.19
|
|
|
|
|
|
||
Granted
|
291
|
|
|
$
|
69.79
|
|
|
|
|
|
||
Vested
|
(301
|
)
|
|
$
|
56.19
|
|
|
|
|
|
||
Forfeited
|
(25
|
)
|
|
$
|
63.43
|
|
|
|
|
|
||
Outstanding at December 31, 2019
|
860
|
|
|
$
|
62.66
|
|
|
1.58
|
|
$
|
85,037
|
|
Outstanding and expected to vest at December 31, 2019
|
801
|
|
|
|
|
1.50
|
|
$
|
79,192
|
|
|
Year Ended December 31,
|
|||||||
Customer
|
2019
|
|
2018
|
|
2017
|
|||
Avnet
|
11
|
%
|
|
14
|
%
|
|
16
|
%
|
Customer
|
December 31,
2019 |
|
December 31,
2018 |
||
Powertech Distribution Ltd.
|
10
|
%
|
|
11
|
%
|
Avnet
|
*
|
|
|
17
|
%
|
|
Year Ended December 31,
|
||||||||||
(In thousands)
|
2019
|
|
2018
|
|
2017
|
||||||
United States of America
|
$
|
10,662
|
|
|
$
|
15,315
|
|
|
$
|
16,647
|
|
Hong Kong/China
|
237,341
|
|
|
218,752
|
|
|
227,335
|
|
|||
Taiwan
|
36,297
|
|
|
43,081
|
|
|
50,307
|
|
|||
Korea
|
30,395
|
|
|
33,877
|
|
|
38,012
|
|
|||
Western Europe (excluding Germany)
|
36,025
|
|
|
49,834
|
|
|
48,230
|
|
|||
Japan
|
15,496
|
|
|
19,897
|
|
|
20,769
|
|
|||
Germany
|
20,197
|
|
|
14,403
|
|
|
11,558
|
|
|||
Other
|
34,256
|
|
|
20,796
|
|
|
18,897
|
|
|||
Total net revenues
|
$
|
420,669
|
|
|
$
|
415,955
|
|
|
$
|
431,755
|
|
|
Year Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
First Quarter
|
$
|
0.17
|
|
|
$
|
0.16
|
|
|
$
|
0.14
|
|
Second Quarter
|
$
|
0.17
|
|
|
$
|
0.16
|
|
|
$
|
0.14
|
|
Third Quarter
|
$
|
0.17
|
|
|
$
|
0.16
|
|
|
$
|
0.14
|
|
Fourth Quarter
|
$
|
0.19
|
|
|
$
|
0.16
|
|
|
$
|
0.14
|
|
|
Year Ended December 31,
|
||||||||||
(in thousands, except per share amounts)
|
2019
|
|
2018
|
|
2017
|
||||||
Basic earnings per share:
|
|
|
|
|
|
||||||
Net income
|
$
|
193,468
|
|
|
$
|
69,984
|
|
|
$
|
27,609
|
|
Weighted-average common shares
|
29,267
|
|
|
29,456
|
|
|
29,674
|
|
|||
Basic earnings per share
|
$
|
6.61
|
|
|
$
|
2.38
|
|
|
$
|
0.93
|
|
Diluted earnings per share (1):
|
|
|
|
|
|
||||||
Net income
|
$
|
193,468
|
|
|
$
|
69,984
|
|
|
$
|
27,609
|
|
Weighted-average common shares
|
29,267
|
|
|
29,456
|
|
|
29,674
|
|
|||
Effect of dilutive securities:
|
|
|
|
|
|
||||||
Employee stock plans
|
549
|
|
|
691
|
|
|
871
|
|
|||
Diluted weighted-average common shares
|
29,816
|
|
|
30,147
|
|
|
30,545
|
|
|||
Diluted earnings per share
|
$
|
6.49
|
|
|
$
|
2.32
|
|
|
$
|
0.90
|
|
(1)
|
The Company includes the shares underlying performance-based awards in the calculation of diluted earnings per share if the performance conditions have been satisfied as of the end of the reporting period and excludes such shares when the necessary conditions have not been met. The Company has included in the 2019, 2018 and 2017 calculations those shares that were contingently issuable upon the satisfaction of the performance conditions as of the end of the respective periods.
|
|
Year Ended December 31,
|
||||||||||
(in thousands)
|
2019
|
|
2018
|
|
2017
|
||||||
U.S. operations
|
$
|
82,692
|
|
|
$
|
(6,529
|
)
|
|
$
|
(6,944
|
)
|
Foreign operations
|
139,722
|
|
|
66,293
|
|
|
67,243
|
|
|||
Total income before income taxes
|
$
|
222,414
|
|
|
$
|
59,764
|
|
|
$
|
60,299
|
|
|
Year Ended December 31,
|
||||||||||
(in thousands)
|
2019
|
|
2018
|
|
2017
|
||||||
Current provision (benefit):
|
|
|
|
|
|
||||||
Federal
|
$
|
18,293
|
|
|
$
|
(6,382
|
)
|
|
$
|
35,311
|
|
State
|
184
|
|
|
4
|
|
|
4
|
|
|||
Foreign
|
1,293
|
|
|
938
|
|
|
1,483
|
|
|||
|
19,770
|
|
|
(5,440
|
)
|
|
36,798
|
|
|||
Deferred provision (benefit):
|
|
|
|
|
|
||||||
Federal
|
9,683
|
|
|
(4,593
|
)
|
|
(3,640
|
)
|
|||
State
|
—
|
|
|
—
|
|
|
—
|
|
|||
Foreign
|
(507
|
)
|
|
(187
|
)
|
|
(468
|
)
|
|||
|
9,176
|
|
|
(4,780
|
)
|
|
(4,108
|
)
|
|||
Total
|
$
|
28,946
|
|
|
$
|
(10,220
|
)
|
|
$
|
32,690
|
|
|
Year Ended December 31,
|
|||||||
|
2019
|
|
2018
|
|
2017
|
|||
Provision (benefit) computed at Federal statutory rate
|
21.0
|
%
|
|
21.0
|
%
|
|
35.0
|
%
|
Business tax credits
|
(2.4
|
)
|
|
(9.1
|
)
|
|
(5.7
|
)
|
Stock-based compensation
|
(0.2
|
)
|
|
(2.2
|
)
|
|
(5.0
|
)
|
Foreign income taxed at different rate
|
(12.7
|
)
|
|
(25.0
|
)
|
|
(37.3
|
)
|
GILTI inclusion
|
6.2
|
|
|
10.6
|
|
|
—
|
|
U.S. Tax Act - transition tax
|
0.1
|
|
|
(16.2
|
)
|
|
54.1
|
|
U.S. Tax Act - deferred tax asset and liability adjustment
|
—
|
|
|
—
|
|
|
8.1
|
|
Valuation allowance
|
0.8
|
|
|
2.8
|
|
|
2.2
|
|
Other
|
0.2
|
|
|
1.0
|
|
|
2.8
|
|
Total
|
13.0
|
%
|
|
(17.1
|
)%
|
|
54.2
|
%
|
|
December 31,
|
||||||
(in thousands)
|
2019
|
|
2018
|
||||
Deferred tax assets:
|
|
|
|
||||
Other reserves and accruals
|
$
|
3,099
|
|
|
$
|
3,695
|
|
Tax credit carry-forwards
|
18,968
|
|
|
18,052
|
|
||
Stock compensation
|
1,644
|
|
|
3,050
|
|
||
Capital losses
|
157
|
|
|
157
|
|
||
Net operating loss
|
899
|
|
|
3,144
|
|
||
Other
|
1,000
|
|
|
—
|
|
||
Valuation allowance
|
(20,822
|
)
|
|
(19,955
|
)
|
||
|
4,945
|
|
|
8,143
|
|
||
Deferred tax liabilities:
|
|
|
|
||||
Depreciation
|
(2,273
|
)
|
|
(1,423
|
)
|
||
Other
|
—
|
|
|
(30
|
)
|
||
|
(2,273
|
)
|
|
(1,453
|
)
|
||
Net deferred tax assets
|
$
|
2,672
|
|
|
$
|
6,690
|
|
(in thousands)
|
Unrecognized Tax Benefits
|
||
Unrecognized Tax Benefits Balance at January 1, 2017
|
$
|
15,393
|
|
Gross Increase for Tax Positions of Current Year
|
1,699
|
|
|
Gross Decrease for Tax Positions of Prior Years
|
(409
|
)
|
|
Unrecognized Tax Benefits Balance at December 31, 2017
|
16,683
|
|
|
Gross Increase for Tax Positions of Current Year
|
1,994
|
|
|
Gross Decrease for Tax Positions of Prior Years
|
(70
|
)
|
|
Unrecognized Tax Benefits Balance at December 31, 2018
|
18,607
|
|
|
Gross Increase for Tax Positions of Current Year
|
1,379
|
|
|
Gross Decrease for Tax Positions of Prior Years
|
(937
|
)
|
|
Unrecognized Tax Benefits Balance at December 31, 2019
|
$
|
19,049
|
|
Lease term and discount rate
|
December 31,
2019 |
|
Weighted average remaining lease term
|
4.8 years
|
|
Weighted average discount rate
|
3.9
|
%
|
|
Year-ended
|
||
(In thousands)
|
December 31,
2019 |
||
Cash paid for amounts included in the measurement of lease liabilities:
|
|
||
Operating cash flows from operating leases
|
$
|
2,964
|
|
|
|
||
Right-of-use assets obtained in exchange for new operating lease obligations
|
$
|
4,884
|
|
(In thousands)
|
December 31,
2019 |
||
2020
|
$
|
2,131
|
|
2021
|
2,313
|
|
|
2022
|
1,923
|
|
|
2023
|
1,690
|
|
|
2024
|
699
|
|
|
Thereafter
|
1,082
|
|
|
Total future minimum lease payments
|
9,838
|
|
|
Less imputed interest
|
(853
|
)
|
|
Total
|
$
|
8,985
|
|
|
Three Months Ended
|
||||||||||||||||||||||||||||||
|
(unaudited)
|
||||||||||||||||||||||||||||||
|
Dec. 31,
|
|
Sept. 30,
|
|
June 30,
|
|
Mar. 31,
|
|
Dec. 31,
|
|
Sept. 30,
|
|
June 30,
|
|
Mar. 31,
|
||||||||||||||||
(in thousands, except per share data)
|
2019 (1)
|
|
2019
|
|
2019
|
|
2019
|
|
2018
|
|
2018
|
|
2018
|
|
2018
|
||||||||||||||||
Net revenues
|
$
|
114,457
|
|
|
$
|
114,159
|
|
|
$
|
102,865
|
|
|
$
|
89,188
|
|
|
$
|
93,307
|
|
|
$
|
110,085
|
|
|
$
|
109,482
|
|
|
$
|
103,081
|
|
Gross profit
|
58,225
|
|
|
58,131
|
|
|
51,572
|
|
|
45,474
|
|
|
48,005
|
|
|
57,005
|
|
|
56,234
|
|
|
53,544
|
|
||||||||
Net income
|
$
|
158,291
|
|
|
$
|
17,099
|
|
|
$
|
10,845
|
|
|
$
|
7,233
|
|
|
$
|
22,736
|
|
|
$
|
17,667
|
|
|
$
|
15,381
|
|
|
$
|
14,200
|
|
Earnings per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
5.38
|
|
|
$
|
0.58
|
|
|
$
|
0.37
|
|
|
$
|
0.25
|
|
|
$
|
0.78
|
|
|
$
|
0.60
|
|
|
$
|
0.52
|
|
|
$
|
0.48
|
|
Diluted
|
$
|
5.28
|
|
|
$
|
0.57
|
|
|
$
|
0.37
|
|
|
$
|
0.25
|
|
|
$
|
0.77
|
|
|
$
|
0.59
|
|
|
$
|
0.51
|
|
|
$
|
0.46
|
|
Shares used in per share calculation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
29,427
|
|
|
29,385
|
|
|
29,297
|
|
|
28,951
|
|
|
29,164
|
|
|
29,365
|
|
|
29,505
|
|
|
29,799
|
|
||||||||
Diluted
|
30,005
|
|
|
29,866
|
|
|
29,702
|
|
|
29,446
|
|
|
29,651
|
|
|
29,998
|
|
|
30,183
|
|
|
30,552
|
|
(1)
|
In October 2019 the Company entered into a favorable litigation settlement with ON Semiconductor Corporation which resulted in a $169.0 million net gain (Refer to Note 13, Legal Proceedings and Contingencies, in our Notes to Consolidated Financial Statements included in this Annual Report on Form 10-K).
|
(in thousands)
|
Balance at Beginning of Period
|
|
Charged to Costs and Expenses
|
|
Deductions(1)
|
|
Balance at End of Period
|
||||||||
Allowance for ship and debit credits:
|
|
|
|
|
|
|
|
||||||||
Year ended December 31, 2017
|
$
|
38,075
|
|
|
$
|
273,492
|
|
|
$
|
(272,081
|
)
|
|
$
|
39,486
|
|
Year ended December 31, 2018
|
$
|
39,486
|
|
|
$
|
242,068
|
|
|
$
|
(241,436
|
)
|
|
$
|
40,118
|
|
Year ended December 31, 2019
|
$
|
40,118
|
|
|
$
|
230,278
|
|
|
$
|
(236,921
|
)
|
|
$
|
33,475
|
|
(1)
|
Deductions relate to ship and debit credits issued which adjust the sales price from the standard distribution price to the pre-approved lower price. Refer to Note 2, Significant Accounting Policies and Recent Accounting Pronouncements, for the Company’s revenue recognition policy, including the Company’s accounting for ship and debit claims.
|
•
|
pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets;
|
•
|
provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles and that receipts and expenditures are being made only in accordance with authorizations of our management and directors; and
|
•
|
provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.
|
Net revenue
|
35
|
%
|
Non-GAAP operating income
|
35
|
%
|
Strategic goals
|
30
|
%
|
Total
|
100
|
%
|
Executive Officer
|
|
Title
|
|
2020 Target PSUs
|
Balu Balakrishnan
|
|
President and Chief Executive Officer
|
|
7,500
|
Sandeep Nayyar
|
|
Chief Financial Officer
|
|
2,500
|
Radu Barsan
|
|
Vice President, Technology
|
|
2,200
|
David “Mike” Matthews
|
|
Vice President, Product Development
|
|
1,700
|
Ben Sutherland
|
|
Vice President, Worldwide Sales
|
|
1,700
|
Executive Officer
|
|
Title
|
|
2020 RSU Grants
|
Balu Balakrishnan
|
|
President and Chief Executive Officer
|
|
22,000
|
Sandeep Nayyar
|
|
Chief Financial Officer
|
|
9,000
|
Radu Barsan
|
|
Vice President, Technology
|
|
7,800
|
David “Mike” Matthews
|
|
Vice President, Product Development
|
|
6,000
|
Ben Sutherland
|
|
Vice President, Worldwide Sales
|
|
6,000
|
Executive Officer
|
|
Title
|
|
2020 Target PRSUs
|
Balu Balakrishnan
|
|
President and Chief Executive Officer
|
|
22,000
|
Sandeep Nayyar
|
|
Chief Financial Officer
|
|
3,000
|
Radu Barsan
|
|
Vice President, Technology
|
|
2,600
|
David “Mike” Matthews
|
|
Vice President, Product Development
|
|
2,000
|
Ben Sutherland
|
|
Vice President, Worldwide Sales
|
|
2,000
|
Executive Officer
|
|
Title
|
|
2020 Salary
|
Balu Balakrishnan
|
|
President and Chief Executive Officer
|
|
$640,000
|
Sandeep Nayyar
|
|
Chief Financial Officer
|
|
$395,000
|
Radu Barsan
|
|
Vice President, Technology
|
|
$370,000
|
David “Mike” Matthews
|
|
Vice President, Product Development
|
|
$335,000
|
Ben Sutherland
|
|
Vice President, Worldwide Sales
|
|
$335,000
|
•
|
Information regarding our directors and any persons nominated to become a director is set forth under the caption “Proposal 1 Election of Directors.”
|
•
|
Information regarding our audit committee and our designated “audit committee financial expert” is set forth under the captions “Information Regarding the Board and its Committees” and “Audit Committee” under “Proposal 1 Election of Directors” and “Report of the Audit Committee of the Board.”
|
•
|
Information on our code of business conduct and ethics for directors, officers and employees is set forth under the caption “Code of Business Conduct and Ethics” under “Proposal 1 Election of Directors.”
|
•
|
Information regarding Section 16(a) beneficial ownership reporting compliance, if any, will be set forth under the caption “Delinquent Section 16(a) Reports.”
|
•
|
Information regarding procedures by which stockholders may recommend nominees to our board of directors is set forth under the caption “Nominating and Governance Committee” under “Proposal 1 Election of Directors.”
|
(a)
|
|
1.
|
The financial statements required by Item 15(a) are included in Item 8 of this Annual Report on Form 10-K.
|
2.
|
The financial statement schedule required by Item 15(a) (Schedule II, Valuation and Qualifying Accounts) is included in Item 8 of this Annual Report on Form 10-K.
|
(b)
|
Exhibits
|
|
|
|
|
Incorporation by Reference
|
|||||||||
Exhibit
Number
|
|
Exhibit Description
|
|
Form
|
|
File Number
|
|
Exhibit/Appendix
Reference
|
|
Filing Date
|
|
Filed
Herewith
|
|
3.1
|
|
|
|
10-K
|
|
000-23441
|
|
3.1
|
|
2/29/2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3.2
|
|
|
|
8-K
|
|
000-23441
|
|
3.1
|
|
4/26/2013
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.1
|
|
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.2
|
|
|
Reference is made to Exhibits 3.1 to 3.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.1*
|
|
|
|
S-1
|
|
333-35421
|
|
10.1
|
|
9/11/1997
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.2*
|
|
|
|
10-K
|
|
000-23441
|
|
10.63
|
|
3/2/2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.3*
|
|
|
|
DEF14A
|
|
000-23441
|
|
Appendix B
|
|
3/25/2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.4*
|
|
|
|
S-1
|
|
333-35421
|
|
10.5
|
|
9/11/1997
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.5*
|
|
|
|
10-Q
|
|
000-23441
|
|
10.3
|
|
8/6/2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.6*
|
|
|
|
10-K
|
|
000-23441
|
|
10.62
|
|
3/2/2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.7*
|
|
|
|
10-Q
|
|
000-23441
|
|
10.2
|
|
5/6/2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.8*
|
|
|
|
S-1
|
|
333-35421
|
|
10.4
|
|
9/11/1997
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.9*
|
|
|
|
10-Q
|
|
000-23441
|
|
10.9
|
|
5/6/2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.10*
|
|
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.11*
|
|
|
|
10-Q
|
|
000-23441
|
|
10.5
|
|
11/7/2008
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.12*
|
|
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.13*
|
|
|
|
10-Q
|
|
000-23441
|
|
10.2
|
|
8/7/2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.14*
|
|
|
|
Schedule TO
|
|
000-23441
|
|
99.(D)(4)
|
|
12/3/2008
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.15*
|
|
|
|
10-Q
|
|
000-23441
|
|
10.1
|
|
5/6/2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.16*
|
|
|
|
10-K
|
|
000-23441
|
|
10.29
|
|
2/22/2013
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.17*
|
|
|
|
10-K
|
|
000-23441
|
|
10.84
|
|
2/10/2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Incorporation by Reference
|
|||||||||
Exhibit
Number
|
|
Exhibit Description
|
|
Form
|
|
File Number
|
|
Exhibit/Appendix
Reference
|
|
Filing Date
|
|
Filed
Herewith
|
|
10.18*
|
|
|
|
10-Q
|
|
000-23441
|
|
10.1
|
|
7/25/2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.19*
|
|
|
|
10-K
|
|
000-23441
|
|
10.25
|
|
2/8/2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.20*
|
|
|
|
10-K
|
|
000-23441
|
|
10.26
|
|
2/8/2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.21*
|
|
|
|
10-K
|
|
000-23441
|
|
10.27
|
|
2/8/2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.22†
|
|
|
|
10-Q
|
|
000-23441
|
|
10.32
|
|
8/7/2003
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.23†
|
|
|
|
10-Q
|
|
000-23441
|
|
10.31
|
|
8/7/2003
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.24†
|
|
|
|
8-K
|
|
000-23441
|
|
10.22
|
|
4/18/2006
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.25
|
|
|
|
10-Q
|
|
000-23441
|
|
10.5
|
|
8/8/2008
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.26
|
|
|
|
10-Q
|
|
000-23441
|
|
10.6
|
|
8/8/2008
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.27†
|
|
|
|
10-Q
|
|
000-23441
|
|
10.2
|
|
11/7/2008
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.28†
|
|
|
|
10-K
|
|
000-23441
|
|
10.61
|
|
3/2/2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.29†
|
|
|
|
10-K
|
|
000-23441
|
|
10.32
|
|
2/11/2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.30†
|
|
|
|
10-Q
|
|
000-23441
|
|
10.1
|
|
11/1/2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.31†
|
|
|
|
10-Q
|
|
000-23441
|
|
10.1
|
|
10/26/2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.32††
|
|
|
Amendment Number Nine to the Amended and Restated Wafer Supply Agreement, between Power Integrations International, Ltd. and Lapis Semiconductor Co., Ltd. (formerly OKI Semiconductor Co., Ltd.), effective as of February 6, 2019
|
|
10-Q
|
|
000-23441
|
|
10.2
|
|
4/25/2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.33†
|
|
|
|
10-Q
|
|
000-23441
|
|
10.1
|
|
11/7/2008
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.34†
|
|
|
|
10-Q
|
|
000-23441
|
|
10.1
|
|
5/6/2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Incorporation by Reference
|
|||||||||
Exhibit
Number
|
|
Exhibit Description
|
|
Form
|
|
File Number
|
|
Exhibit/Appendix
Reference
|
|
Filing Date
|
|
Filed
Herewith
|
|
10.35†
|
|
|
|
10-K
|
|
000-23441
|
|
10.47
|
|
2/25/2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.36†
|
|
|
|
10-Q
|
|
000-23441
|
|
10.1
|
|
5/8/2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.37†
|
|
|
|
10-Q
|
|
000-23441
|
|
10.1
|
|
11/1/2013
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.38†
|
|
|
|
10-K
|
|
000-23441
|
|
10.38
|
|
2/11/2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.39†
|
|
|
|
10-K
|
|
000-23441
|
|
10.39
|
|
2/11/2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.40†
|
|
|
|
10-K
|
|
000-23441
|
|
10.40
|
|
2/11/2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.41†
|
|
|
|
10-K
|
|
000-23441
|
|
10.46
|
|
2/8/2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.42†
|
|
|
|
10-K
|
|
000-23441
|
|
10.47
|
|
2/8/2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.43†
|
|
|
|
10-K
|
|
000-23441
|
|
10.66
|
|
2/26/2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.44†
|
|
|
|
10-Q
|
|
000-23441
|
|
10.2
|
|
5/8/2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.45†
|
|
|
|
10-Q/A
|
|
000-23441
|
|
10.2
|
|
9/19/2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.46†
|
|
|
|
10-K
|
|
000-23441
|
|
10.52
|
|
2/13/2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.47
|
|
|
|
10-Q
|
|
000-23441
|
|
10.1
|
|
7/29/2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.48
|
|
|
|
10-Q
|
|
000-23441
|
|
10.1
|
|
7/26/2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.49*
|
|
|
|
10-K
|
|
000-23441
|
|
Item 9B
|
|
2/13/2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.50*
|
|
|
|
10-K
|
|
000-23441
|
|
Item 9B
|
|
2/14/2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.51*
|
|
|
|
10-Q
|
|
000-23441
|
|
10.6
|
|
8/6/2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Incorporation by Reference
|
|||||||||
Exhibit
Number
|
|
Exhibit Description
|
|
Form
|
|
File Number
|
|
Exhibit/Appendix
Reference
|
|
Filing Date
|
|
Filed
Herewith
|
|
10.52*
|
|
|
|
10-K
|
|
000-23441
|
|
10.48
|
|
2/22/2013
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.53*
|
|
|
|
10-Q
|
|
000-23441
|
|
10.3
|
|
5/5/2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.54*
|
|
|
|
10-Q
|
|
000-23441
|
|
10.5
|
|
5/5/2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.55*
|
|
|
|
10-Q
|
|
000-23441
|
|
10.6
|
|
5/5/2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.56*
|
|
|
|
10-Q
|
|
000-23441
|
|
10.7
|
|
5/5/2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.57*
|
|
|
|
10-Q
|
|
000-23441
|
|
10.8
|
|
5/5/2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.58*
|
|
|
|
10-Q
|
|
000-23441
|
|
10.10
|
|
5/5/2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.59*
|
|
|
|
10-Q
|
|
000-23441
|
|
10.11
|
|
5/5/2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.60*
|
|
|
|
10-Q
|
|
000-23441
|
|
10.1
|
|
7/31/2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.61††
|
|
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.62††
|
|
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21.1
|
|
|
|
|
|
|
|
|
|
|
|
X
|
|
23.1
|
|
|
|
|
|
|
|
|
|
|
|
X
|
|
24.1
|
|
|
|
|
|
|
|
|
|
|
|
X
|
|
31.1
|
|
|
|
|
|
|
|
|
|
|
|
X
|
|
31.2
|
|
|
|
|
|
|
|
|
|
|
|
X
|
|
32.1**
|
|
|
|
|
|
|
|
|
|
|
|
X
|
|
32.2**
|
|
|
|
|
|
|
|
|
|
|
|
X
|
|
101.INS
|
|
|
XBRL Instance Document
|
|
|
|
|
|
|
|
|
|
X
|
101.SCH
|
|
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
|
|
|
|
|
|
X
|
101.CAL
|
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
|
|
|
|
|
|
X
|
101.DEF
|
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
|
|
|
|
|
|
X
|
101.LAB
|
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
|
|
|
|
|
|
|
|
X
|
101.PRE
|
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
|
|
|
|
|
|
|
|
X
|
104
|
|
|
The cover page from this Annual Report on Form 10-K, formatted in Inline XBRL.
|
|
|
|
|
|
|
|
|
|
|
†
|
This Exhibit has been filed separately with the Commission pursuant to an application for confidential treatment. The confidential portions of this Exhibit have been omitted and are marked by an asterisk.
|
††
|
Portions of this exhibit have been omitted as being immaterial and would be competitively harmful if disclosed.
|
*
|
Indicates a management contract or compensatory plan or arrangement.
|
**
|
The certifications attached as Exhibits 32.1 and 32.2 accompanying this Form 10-K, are not deemed filed with the SEC, and are not to be incorporated by reference into any filing of Power Integrations, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Form 10-K, irrespective of any general incorporation language contained in such filing.
|
|
|
POWER INTEGRATIONS, INC.
|
|
|
|
|
|
Dated:
|
February 6, 2020
|
By:
|
/s/ SANDEEP NAYYAR
|
|
|
|
Sandeep Nayyar
Chief Financial Officer (Duly Authorized Officer, Principal Financial Officer and Chief Accounting Officer)
|
Dated:
|
February 6, 2020
|
By:
|
/s/ BALU BALAKRISHNAN
|
|
|
|
Balu Balakrishnan
|
|
|
|
President, Chief Executive Officer
|
|
|
|
(Principal Executive Officer)
|
|
|
|
|
Dated:
|
February 6, 2020
|
By:
|
/s/ SANDEEP NAYYAR
|
|
|
|
Sandeep Nayyar
|
|
|
|
Chief Financial Officer
|
|
|
|
(Principal Financial and Principal Accounting Officer)
|
|
|
|
|
Dated:
|
February 6, 2020
|
By:
|
/s/ NICHOLAS E. BRATHWAITE
|
|
|
|
Nicholas E. Brathwaite
|
|
|
|
Director
|
|
|
|
|
Dated:
|
February 6, 2020
|
By:
|
/s/ STEVEN J. SHARP
|
|
|
|
Steven J. Sharp
|
|
|
|
Director
|
|
|
|
|
Dated:
|
February 6, 2020
|
By:
|
/s/ BALAKRISHNAN S. IYER
|
|
|
|
Balakrishnan S. Iyer
|
|
|
|
Director
|
|
|
|
|
Dated:
|
February 6, 2020
|
By:
|
/s/ WILLIAM GEORGE
|
|
|
|
William George
|
|
|
|
Director and Chairman of the Board
|
|
|
|
|
Dated:
|
February 6, 2020
|
By:
|
/s/ WENDY ARIENZO
|
|
|
|
Wendy Arienzo
|
|
|
|
Director
|
|
|
|
|
Dated:
|
February 6, 2020
|
By:
|
/s/ NECIP SAYINER
|
|
|
|
Necip Sayiner
|
|
|
|
Director
|
•
|
Board of Directors Vacancies. Our Certificate of Incorporation and Bylaws authorize our board of directors to fill vacant directorships, including newly-created seats. In addition, the number of directors constituting our board of directors is set only by resolution adopted by a majority vote of our entire board of directors. These provisions prevent a stockholder from increasing the size of our board of directors and gaining control of our board of directors by filling the resulting vacancies with its own nominees.
|
•
|
Stockholder Action; Special Meeting of Stockholders. Our Certificate of Incorporation provides that stockholders are not able to take action by written consent, and are only be able to take action at annual or special meetings of our stockholders. Stockholders are not be permitted to cumulate their votes for the election of directors. Our Certificate of Incorporation further provides that special meetings of our stockholders may be called only by a majority vote of our entire board of directors, or by holders of not less than 10% of all shares entitle to cast votes at the meeting.
|
•
|
Advance Notice Requirements for Stockholder Proposals and Director Nominations. Our Bylaws provide advance notice procedures for stockholders seeking to bring business before our annual meeting of stockholders, or to nominate candidates for election as directors at any meeting of stockholders. Our Bylaws also specify certain requirements regarding the form and content of a stockholder’s notice. These provisions may preclude our stockholders from bringing matters before our annual meeting of stockholders or from making nominations for directors at our meetings of stockholders.
|
•
|
Issuance of Undesignated Preferred Stock. Our board of directors have the authority, without further action by the holders of common stock, to issue up to 3,000,000 shares of undesignated preferred stock with rights and preferences, including voting rights, designated from time to time by the board of directors. The existence of authorized but unissued shares of preferred stock enable our board of directors to render more difficult or to discourage an attempt to obtain control of us by means of a merger, tender offer, proxy contest, or otherwise.
|
•
|
Amendment of Certificate of Incorporation and Bylaws. Our Certificate of Incorporation provides that certain provisions of the Certificate of Incorporation, including those discussed above that may have the effect of deterring hostile takeovers or delaying or preventing changes in control of our management team, require a vote of two-thirds of our outstanding voting stock. In addition, our Bylaws provide that the Board of Directors may amend the Bylaws, but any amendment of the Bylaws by our stockholders will require a vote of two-thirds of our outstanding voting stock.
|
•
|
the transaction is approved by the board of directors prior to the time that the interested stockholder became an interested stockholder;
|
•
|
upon consummation of the transaction which resulted in the stockholder becoming an interested stockholder, the interested stockholder owned at least 85% of the voting stock of the corporation outstanding at the time the transaction commenced, excluding for purposes of determining the voting stock outstanding (but not the outstanding voting stock owned by the interested stockholder) those shares owned (i) by persons who are directors and also officers and (ii) employee stock plans in which employee participants do not have the right to determine confidentially whether shares held subject to the plan will be tendered in a tender or exchange offer; or
|
•
|
subsequent to such time that the stockholder became an interested stockholder the business combination is approved by the board of directors and authorized at an annual or special meeting of stockholders by at least two-thirds of the outstanding voting stock which is not owned by the interested stockholder.
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1.
|
Each Non-Employee Director shall be a participant in the Directors Equity Compensation Program;
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2.
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On the first trading day of July in each year (the “Regular Grant Date”):
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•
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Each outside director will receive a grant of a restricted stock unit award with an aggregate value of $120,000 (the “Award”).
|
•
|
The number of shares subject to such Award would be calculated as the dollar value of such Award divided by the closing trading price of the Company's common stock on such grant date
|
•
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Each such Award would vest in full effective immediately prior to the commencement of the Company's first annual meeting of stockholders in the year following the year of the grant date, provided that the recipient is still providing services to the Company as a director as of such time, and, provided, further, that 100% of the shares subject to such Award would be deemed fully vested upon the occurrence of a Change of Control, as such term is defined in the Company's 2016 Plan.
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3.
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A new eligible director would receive under the 2016 Plan an Award, which shall be equal to the pro rated portion of the Company's annual Awards based on the time between the date the new director is appointed to the Board and the first trading day of Nasdaq in the month of July following such director's appointment.
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4.
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The Directors Equity Compensation Program shall remain in effect at the discretion of the Board or the Compensation Committee.
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Chairman:
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$20,000
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|
Other members:
|
$10,000
|
|
Chairman:
|
$15,000
|
|
Other members:
|
$8,000
|
|
Chairman:
|
$10,000
|
|
Other members:
|
$5,000
|
|
1.
|
Definitions.
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2.
|
Dismissals. Within five (5) business days after PI has received the Fee, the Parties shall jointly submit to the relevant court or administrative body a document in the applicable form attached hereto as Exhibits C through L in order to withdraw, dismiss, or terminate (with or without prejudice as reflected in the applicable form) all claims made and judgments entered in the Pending Proceedings, including appeals therefrom, and the Parties will cooperate to terminate each such proceeding. The Parties intend and will request that each Fairchild Legal Proceeding will be dismissed with prejudice and that each ON Semi Legal Proceeding will be dismissed without prejudice. For the IPRs and associated appeals listed in Exhibit A, (1) for any IPRs having a pending appeal to the Federal Circuit, the Parties will jointly request the appeal be dismissed, (2) for any IPRs for which the final written decision has been vacated by the Federal Circuit, the Parties will jointly request that the IPR be dismissed per the applicable order of the Federal Circuit, and (3) for any IPR that is currently pending before the PTAB, the Parties will jointly request termination.
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3.
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Mutual Releases. Contingent upon ON’s performance under Section 5, PI does hereby for itself and its Affiliates irrevocably and forever release and absolutely discharge (a) ON, including its Affiliates, and their respective employees, representatives, agents, officers, directors, past, present, and future, of and from any and all Released Claims, and (b) each of the direct and indirect distributors, resellers, representatives, customers, and end users of ON, including its Affiliates, of and from any and all Released Claims to the extent directed to a product of ON, including its Affiliates. ON does hereby for itself and its Affiliates irrevocably and forever release and absolutely discharge (a) PI, including its Affiliates, and their respective employees, representatives, agents, officers, directors, past, present, and future, of and from any and all Released Claims, and (b) each of the direct and indirect distributors, resellers, representatives, customers, and end users of PI, including its Affiliates, of and from any and all Released Claims to the extent directed to a product of PI, including its Affiliates. The Parties acknowledge and agree that this Agreement fully and finally releases and forever resolves the Released Claims that are unknown, unanticipated, or unsuspected or that may hereafter arise as a result of the discovery of new or additional facts. The Parties acknowledge and understand the significance and potential consequence of the release of unknown claims. The Parties intend that the Released Claims released under this Agreement be construed as broadly as possible and agree to waive and relinquish all rights and benefits each may have under Section 1542 of the Civil Code of the State of California, or any similar statute or law of any other jurisdiction, with respect to the Released Claims. Section 1542 reads as follows: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
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4.
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Standstill. Each Party represents and warrants as of the Effective Date that it has not made any new Assertion that is not identified in Exhibit A, which each Party represents contains an up-to-date list of all Assertions by either Party as of the Effective Date. Each Party further represents and warrants as of the Effective Date that it has no knowledge of any Assertion outside the United States by a third-party Entity or individual against the other Party, other than the assertions identified in Exhibit A and other than the assertion initiated by Huizhou Jinhu Industrial Development Co., Ltd. with respect to the Chinese patent number ZL200410061704.6 Provided that PI has received the Fee, during the Cooling Off Period, neither Party nor any of its Affiliates shall make any Assertion against the other Party or any of its Affiliates. Further, provided that PI has received the Fee, neither Party, nor any of its Affiliates, during the Cooling Off Period will make any Assertion against any direct or indirect distributor, representative, reseller, customer, or end user of the other Party to the extent based on an allegation of patent infringement directed to a product of the other Party.The foregoing constitutes a limited, non-exhaustive standstill during the Cooling Off Period only and not a license, release, or other intellectual property right or immunity. For the avoidance of doubt and without limitation, after the end of the Cooling Off Period, a Party is not precluded by this Agreement from filing suit, seeking recovery of damages occurring during or after the Cooling Off Period for alleged or actual infringement, or from seeking an injunction against future infringement occurring after the Cooling Off Period, subject to all applicable laws anywhere in the world, including 35 U.S.C. § 286 and other applicable statutes of limitations. For the further avoidance of doubt, the absence of an Assertion during the Cooling Off Period shall not be relied on by either Party as a basis for a denial of an injunction. Notwithstanding the foregoing, a Party may initiate a challenge to the validity and enforceability of any patent Asserted against such Party or any of its Affiliates, or against any of their respective
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5.
|
Payment. Semiconductor Components Industries, LLC, an Affiliate of ON Semiconductor Corporation, will pay Power Integrations, Inc. the Fee no later than October 23, 2019, via electronic transfer to the following account:
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6.
|
No Admission of Liability. The Parties agree that the settlement of the Released Claims is intended solely as a compromise of the disputed claims, and without any acknowledgment of liability, fault, damages, or any other merits of the Released Claims and the Pending Proceedings. Nothing in this Agreement shall extinguish, impair, or otherwise affect any defense or position of PI or ON that patents are not infringed, invalid, or not enforceable, or that any claims are barred by equitable estoppel, implied license, statute of limitation, or laches. Nor shall this Agreement be admissible in any legal proceeding as a basis to claim infringement or non-infringement of any patent. Neither Party is waiving any argument or position (now or in the future) that any order, ruling or judgment that is currently the subject of any pending appeal that is being dismissed with or without prejudice in connection with the Settlement was in error.
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7.
|
No License. Nothing contained in this Agreement shall be construed as conferring or granting by implication, estoppel or otherwise, any right or license, express or implied, under any patent, copyright, mask work, trade name, trademark, service mark, trade secret right, other identification of source or origin belonging to the other Party, other proprietary right or other intellectual property right, whether now existing or hereafter obtained, and no such license or other right shall arise from this Agreement or from any acts or omissions in connection with the execution of this Agreement or the performance of the obligations of the Parties hereunder.
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8.
|
Payment of Costs and Expenses. Each Party shall be responsible for payment of its own attorneys’ fees and other costs, disbursements and expenses arising out of or relating to the Parties’ legal proceedings through the Effective Date.
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9.
|
Notices. Any notice or communication required or permitted to be given by either Party hereunder shall be in written form and shall be considered to be sufficiently given if transmitted and confirmed by overnight courier, addressed to the Parties hereto as follows:
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10.
|
Governing Law. The Parties hereto agree that this Agreement shall be considered to have been made in, and construed and interpreted in accordance with the substantive laws of Delaware. The Parties consent to the exclusive jurisdiction of the United States District Court for the District of Delaware to resolve any disputes relating to or arising out of this Agreement and agree to have that court retain jurisdiction to enforce the terms of the Agreement as part of the Parties’ dismissal papers; provided, however, that any Party against whom an action is brought may, at its sole election, assert a claim arising from this Agreement as a defense or counterclaim in such an action and, in those circumstances, the court in that action shall also have jurisdiction to resolve the asserted defense or counterclaim based on this Agreement and to provide an appropriate remedy.
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11.
|
Representations and Warranties. Each of Power Integrations, Inc. and ON Semiconductor Corporation represents and warrants that it is a corporation in good standing under the laws of the state of Delaware; that it has the authority to enter into this Agreement; and that this Agreement is valid, binding and enforceable in accordance with its terms. Each of Power Integrations, Inc. and ON Semiconductor Corporation further represents and warrants that it has sufficient right, title, and interest to grant the releases and enter into the standstill set forth in this Agreement.
|
12.
|
408+ Agreement Modification. Each Party agrees that the Binding Term Sheet dated October 2, 2019 and this Agreement shall not be subject to the Confidentiality and Federal Rule of Evidence 408+ Agreement dated August 22, 2019 (the “408+ Agreement,” as amended pursuant to the immediately following sentence), and waives and releases the other Party from any claim to liability, including without limitation any claim of actual or liquidated damages, due to the public disclosure or public discussion of the terms of the Binding Term Sheet or this Agreement.
|
13.
|
No Right to Terminate. Neither Party may terminate this Agreement without the express, written consent of the other Party.
|
14.
|
Fee shifting. The Parties agree that the prevailing Party in any action relating to or arising out of this Agreement will be awarded its reasonable attorneys’ fees and costs incurred as a result of such a proceeding.
|
15.
|
Waiver. No waiver of this Agreement or any of the promises, obligations, terms, or conditions herein shall be valid unless it is written and signed by the Party against whom the waiver is to be enforced. No valid waiver of any of the promises, obligations, terms, or conditions herein shall be deemed a subsequent waiver of any of such promises, obligations, terms, or conditions, nor shall any such waiver constitute a continuing waiver. Failure to insist on compliance with a term, covenant, or condition contained in this Agreement shall not be deemed a waiver of that term, covenant, or condition.
|
16.
|
Severability. In the event that any provision of this Agreement is prohibited by any law governing its construction, performance or enforcement, such provision shall be ineffective to the extent of such prohibition without invalidating thereby any of the remaining provisions of this Agreement and the Parties shall craft a substitute provision that most closely effects the Parties’ intent.
|
17.
|
Amendment. The terms and conditions of this Agreement may not be modified or amended except in a writing which states that it is a modification, and is signed by an officer or a duly authorized representative of each Party.
|
18.
|
Change of Control. Notwithstanding any other statement in this Agreement, this Agreement and/or the Binding Term Sheet (or any parts thereof) may not be assigned other than in, or in connection with, any Change of Control Transaction, and then only on the condition that the Acquirer first enters into an agreement of the form set out in
|
19.
|
Headings for Convenience Only. The headings contained in this Agreement are for convenience and reference purposes only and shall not affect the meaning or interpretation of this Agreement.
|
20.
|
Rules of Construction. The Parties hereto agree that they have been represented by counsel during the negotiation and execution of this Agreement. The language used in this Agreement shall be deemed to be language chosen by all Parties to express their mutual intent, and no rule of strict construction against any Party shall be applied to any term or provision hereof.
|
21.
|
Entire Agreement. This Agreement constitutes the entire agreement between the Parties concerning the subject matter hereof and supersedes all written and oral prior agreements and understandings with respect thereto, including without limitation the Binding Term Sheet. No variation or modification of the terms of this Agreement, nor any waiver of any of the terms or provisions hereof, shall be valid unless in writing and signed by an authorized representative of each Party.
|
22.
|
Counterparts. This Agreement may be executed in two counterparts in the English language and each such counterpart shall be deemed an original thereof. Facsimile signatures or signatures delivered by e-mail in .pdf or similar format will be deemed original signatures for purposes of this Agreement.
|
Agreed to:
|
|
Agreed to:
|
||
POWER INTEGRATIONS, INC.
|
|
ON SEMICONDUCTOR CORPORATION
|
||
By:
|
/s/ Balu Balakrishnan
|
|
By:
|
/s/ Keith Jackson
|
Name:
|
Balu Balakrishnan
|
|
Name:
|
Keith Jackson
|
Title:
|
President and CEO
|
|
Title:
|
President and CEO
|
f.
|
Withdrawals and Dismissals. For each pending ON Semi legal proceeding (foreign or domestic)("ON Semi legal proceeding" means 2016 NDCal, 2017 Delaware, Taiwan, and China), the parties will withdraw or file joint motions under Rule 41(a)(2) or other appropriate procedures under the rules of the relevant fora to withdraw or dismiss their respective claims and appeals without prejudice. For each pending Fairchild legal proceeding ("Fairchild legal proceeding" means 2004 Delaware, 2008 Delaware, 2012 Delaware, 2009 NDCal, and 2015 NDCal) the parties will dismiss with prejudice, including all appeals. For each pending IPR, the parties will cooperate to terminate each proceeding.
|
|
Power Integrations, Inc.
|
|
|
ON Semiconductor Corporation and
Semiconductor Components Industries, LLC
|
By:
|
/s/ Balu Balakrishnan
|
|
By:
|
/s/ Keith Jackson
|
Print Name:
|
Balu Balakrishnan
|
|
Print Name:
|
Keith Jackson
|
Title:
|
CEO
|
|
Title:
|
President & CEO ON Semiconductor
|
Date:
|
2 Oct 2019
|
|
Date:
|
10/2/2019
|
LIST OF SUBSIDIARIES
|
|
Jurisdiction of Incorporation
|
Power Integrations KK
|
|
Japan
|
Power Integrations Limited
|
|
Cayman Islands
|
Power Integrations Malaysia SDN. BHD.
|
|
Malaysia
|
Power Integrations Singapore Pte. Limited
|
|
Singapore
|
Power Integrations Netherlands B.V.
|
|
Netherlands
|
Power Integrations GmbH
|
|
Germany
|
Power Integrations Italy S.r.l
|
|
Italy
|
Power Integrations (Europe) Limited
|
|
United Kingdom
|
Power Integrations Switzerland GmbH
|
|
Switzerland
|
Power Integrations India Private Limited
|
|
India
|
Power Integrations Canada Unlimited Liability Corporation
|
|
Canada
|
Power Integrations U.K. Limited
|
|
United Kingdom
|
Dated:
|
February 6, 2020
|
By:
|
/s/ BALU BALAKRISHNAN
|
|
|
|
Balu Balakrishnan
Chief Executive Officer
|
Dated:
|
February 6, 2020
|
By:
|
/s/ SANDEEP NAYYAR
|
|
|
|
Sandeep Nayyar
Chief Financial Officer
|
Dated:
|
February 6, 2020
|
By:
|
/s/ BALU BALAKRISHNAN
|
|
|
|
Balu Balakrishnan
Chief Executive Officer
|
Dated:
|
February 6, 2020
|
By:
|
/s/ SANDEEP NAYYAR
|
|
|
|
Sandeep Nayyar
Chief Financial Officer
|