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): January 19, 2016
XILINX, INC.
(Exact name of registrant as specified in its charter)
|
| | | | |
| | | | |
Delaware | | 000-18548 | | 77-0188631 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
|
| | | | |
| | | | |
| |
2100 Logic Drive, San Jose, California | | 95124 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (408) 559-7778
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)) |
Item 2.02 Results of Operations and Financial Condition
On January 20, 2016, Xilinx, Inc. issued a press release announcing results for the fiscal quarter ended January 2, 2016. A copy of this press release is furnished as Exhibit 99.1 to this report.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 19, 2016, Xilinx, Inc. (the “Company”) entered into an amendment (the “Amendment”) to the employment letter agreement between the Company and Moshe Gavrielov, the Company’s President and Chief Executive Officer, dated as of January 3, 2008 and previously amended on June 13, 2012. The Amendment, which became effective on the date it was entered into, provides that if the Company terminates Mr. Gavrielov’s employment other than for Cause (as defined in his employment letter agreement) or due to a disability, or he voluntarily terminates his employment for Good Reason (as defined in his employment letter agreement), in each case within the period commencing 90 days before, or two years following, the consummation of a Change of Control (as defined in the Amendment), then subject to a general release signed by Mr. Gavrielov becoming effective, Mr. Gavrielov will receive the following severance benefits: (a) twenty-four months of base salary and two years of target bonus, payable in a lump sum; (b) 100% accelerated vesting of time-based equity compensation awards; (c) 100% vesting of the target number of any then-unearned performance-based restricted stock unit awards; (d) twelve months continued health benefits coverage (or a lump sum payment equal to the value of such continued health benefits coverage) and (e) a pro-rata bonus for the fiscal year of termination based on actual performance (but assuming achievement of any individual performance targets at 100%). Except as otherwise described above, all of the other terms and conditions of Mr. Gavrielov’s employment letter agreement remain in effect.
On January 19, 2016, the Company also entered into a Change of Control Agreement (each, a “CIC Agreement”) with each of its named executive officers other than Mr. Gavrielov - Jon A. Olson, Executive Vice President and Chief Financial Officer; Victor Peng, Executive Vice President and General Manager of Products; Krishna Rangasayee, Senior Vice President and General Manager, Global Sales and Markets and Vincent L. Tong, Senior Vice President, Global Operations and Quality - which CIC Agreements became effective on the date they were entered into (the “Effective Date”). Each CIC Agreement is for a term of 5 years and terminates on January 19, 2021, provided that the Company and the executive may mutually agree to renew the CIC Agreement.
If the executive’s employment is terminated without Cause (as defined in the CIC Agreement) or the executive terminates his employment by reason of a Constructive Termination (as defined in the CIC Agreement), in each case during the period commencing 90 days before and ending two years after a Change of Control (as defined in the CIC Agreement), subject to a general release signed by the executive becoming effective, the executive will receive the following amounts and benefits (the “Severance Benefits”): (A) an amount equal to 150% of the sum of (1) the executive’s then-current base salary and (2) the executive’s target annual bonus amount, with such amounts to be paid in a lump sum on the 60th day following the executive’s Separation from Service (as defined in the CIC Agreement); (B) if the executive elects continuation coverage under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), at the Company’s election, either reimbursement of COBRA premiums for 12 months or an equivalent lump sum cash payment paid on the 60th day following the executive’s Separation from Service; (C) 100% vesting of all the executive’s time-based equity awards and (D) 100% vesting of the target number of the executive’s then-unearned performance-based restrict stock unit awards.
The Severance Benefits are subject to the executive’s continued compliance with certain restrictive covenants for the one-year period following the executive’s Separation from Service.
The CIC Agreement supersedes all prior change of control or similar agreements between the Company and the executive.
The foregoing summaries of the Amendment and the CIC Agreement do not purport to be complete and are qualified in their entirety by reference to the Amendment and form of CIC Agreement, copies of which are attached hereto as Exhibits 10.1 and 10.2 and are incorporated herein by reference in their entirety.
Item 9.01 Financial Statements and Exhibits
|
| | | |
Exhibit No. | | Description |
| | |
10.1 |
| | Amendment of Employment Agreement between Xilinx, Inc. and Moshe Gavrielov dated January 19, 2016 |
10.2 |
| | Form of Change of Control Agreement |
99.1 |
| | Press release of Xilinx, Inc. dated January 20, 2016 |
SIGNATURES
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.
|
| | | | | | |
| | | | XILINX, INC. |
| | | |
Date: January 20, 2016 | | | | By: | | /s/ Jon A. Olson |
| | | | | | Jon A. Olson |
| | | | | | Executive Vice President and Chief Financial Officer |
EXHIBIT INDEX
|
| | | |
| | |
Exhibit No. | | Description |
| |
10.1 |
| | Amendment of Employment Agreement between Xilinx, Inc. and Moshe Gavrielov dated January 19, 2016 |
10.2 |
| | Form of Change of Control Agreement |
99.1 |
| | Press release of Xilinx, Inc. dated January 20, 2016 |
Exhibit 10.1
XILINX, INC.
AMENDMENT OF EMPLOYMENT AGREEMENT
THIS AMENDMENT OF EMPLOYMENT AGREEMENT is entered into as of January 19, 2016, by and between Xilinx, Inc., a Delaware corporation (the “Company”) and Moshe Gavrielov (the “Executive”).
RECITALS
WHEREAS, the Company and the Executive previously entered into an employment agreement dated January 2, 2008, which was subsequently amended on June 13, 2012 (as amended, the “Agreement”), which sets forth various terms of the Executive’s employment;
WHEREAS, among other terms, the Agreement provides for certain benefits in the event the Executive’s employment is terminated for certain qualifying reasons, as set forth in the Agreement; and
WHEREAS, the Company and the Executive now wish to amend the Agreement in order to clarify the treatment of certain equity awards in the event the Executive’s employment is terminated for such certain qualifying reasons.
NOW, THEREFORE, in exchange for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Company and the Executive agree to amend the Agreement as set forth below:
AGREEMENT
1. Termination Benefits: Section 4(c) of the Agreement is superseded and replaced in its entirety to read as follows:
“If (i) the Company terminates your employment at any time (A) other than for Cause (as defined below) or (B) due to a disability, or (ii) you voluntarily terminate your employment for Good Reason (as defined below), then, subject to your execution of a release of claims in favor of the Company in the form attached hereto as Exhibit A, which release becomes effective in accordance with its terms on or before the thirtieth (30th) day following your termination of employment, then you shall be entitled to (w) a lump sum payment equal to the sum of twelve (12) months of your base salary plus one year of your target bonus (both at the rate in effect on your termination of employment), together with any base salary accrued through your termination date payable on the thirtieth (30th) day following such termination of employment, (x) either a lump sum payment equal to the value of twelve (12) months of COBRA coverage payable on the thirtieth (30th) day following your termination of employment or direct payment of your premiums for health care continuation coverage under the applicable provisions of COBRA, provided that you elect to continue and remain eligible for these benefits under COBRA, and do not become covered through another employer’s health plan during this period, and provided further the election as to lump sum payment or direct payments of COBRA premiums pursuant to this subsection (x) must be made at the time of
termination, (y) twenty-four (24) months accelerated vesting of your Initial Grant and all other equity grants that you received from the Company prior to such termination of employment, provided that with respect to (i) (a) any outstanding awards of performance-based restricted stock units for which the number of earned restricted stock units has not been determined as of the date of termination, the number of performance-based restricted stock units that will become earned for purposes of vesting shall be determined based on actual performance of the applicable performance metrics, as, and at such time as, determined by the Compensation Committee of the Board of Directors, and shall be settled as soon as practicable following such determination (but no later than two and a half (2 1/2) months after the fiscal year in which the termination date occurs) and (b) any earned restricted stock units that are subject to “cliff” vesting on one or more anniversaries of the date of grant, solely for purposes of determining the number of earned restricted stock units that shall vest upon termination, the performance-based restricted stock units shall be treated as instead being subject to monthly vesting in equal installments from the applicable date of grant and you shall become vested in that number of earned restricted stock units that would have vested during the period commencing from the date of grant and continuing up to your termination date and during an additional twenty-four (24) month period following your termination date and (ii) any outstanding awards of restricted stock units that are not subject to performance metrics and that are subject to “cliff” vesting on one or more anniversaries of the date of grant, solely for purposes of determining the number of such restricted stock units that shall vest upon termination, such restricted stock units shall be treated as instead being subject to monthly vesting in equal installments from the applicable date of grant and you shall become vested in that number of restricted stock units that would have vested during the period commencing from the date of grant and continuing up to your termination date and during an additional twenty-four (24) month period following your termination date, and (z) a pro rata portion of your bonus for the fiscal year of such termination of employment, payable at the same time the Company pays annual bonuses to other executive officers for such fiscal year (but no later than two and a half (2 ½) months after the fiscal year in which the termination date occurs) based on (I) your termination date, (II) the determination by the Compensation Committee whether company performance objectives have been met, and (III) an assumption that any individual MBO has been achieved at 100%; provided, however, that, if such termination of employment occurs within ninety (90) days prior to, or two years following, the consummation of a Change of Control (as such term is defined below), (1) the lump sum payment in (w), above, shall be increased to twenty-four (24) months of your base salary plus two years of your target bonus; (2) you shall receive 100% accelerated vesting of all of your equity awards (including, without limitation, stock options and restricted stock units) that are unvested and outstanding as of your termination of employment and which would otherwise become vested based solely on the passage of time and performance of services (and not in whole or in part on the future attainment of performance targets); (3) any restricted stock unit awards held by you at the time of your termination of employment the earning or vesting of which is dependent in whole or in part on the attainment of performance targets shall become vested with respect to 100% of the target number of such restricted stock units which have not yet otherwise been earned at the time of your termination of employment;
(4) for the avoidance of doubt, you will remain eligible for the lump sum payment or direct payment of continuation coverage under COBRA, in accordance with (x), above and (5) you shall be paid a pro rata portion of your bonus for the fiscal year of such termination of employment, payable at the same time the Company pays annual bonuses to other executive officers for such fiscal year (but no later than two and a half (2 1/2) months after the fiscal year in which the termination date occurs) based on (I) your termination date, (II) the determination by the Compensation Committee whether company performance objectives have been met, and (III) an assumption that any individual MBO has been achieved at 100%. Additionally, you will be required to tender your resignation as a member of the Board.
For purposes of this Agreement, “Change of Control” shall mean: the occurrence of any of the following events:
(A)Any “person” or “group” as such terms are defined under Sections 13 and 14 of the Securities Exchange Act of 1934 (“Exchange Act”) (other than the Company, a subsidiary of the Company, or a Company employee benefit plan) is or becomes the “beneficial owner” (as defined in Exchange Act Rule 13d-3), directly or indirectly, of Company securities representing 50% or more of the combined voting power of the Company’s then outstanding securities.
(B)The closing of: (1) the sale of all or substantially all of the assets of the Company if the holders of Company securities representing all voting power for the election of directors before the transaction hold less than a majority of the total voting power for the election of directors of all entities which acquire such assets, or (2) the merger of the Company with or into another corporation if the holders of Company securities representing all voting power for the election of directors before the transaction hold less than a majority of the total voting power for the election of directors of the surviving entity.
(C)The issuance of securities, which would give a person or group beneficial ownership of Company securities representing 50% or more of all voting power for the election of directors.
(D)A change in the board of directors over a period of twenty-four (24) months such that the incumbent directors as of the beginning of any such twenty-four (24) month period and nominees of the incumbent directors are no longer a majority of the total number of directors.
Notwithstanding the foregoing, and only to the extent necessary to comply with Section 409A (“Section 409A”) of the Internal Revenue Code of 1986, as amended (the “Code”), a “Change of Control” will have occurred only if, in addition to the requirements set above, the event constitutes a change in the ownership or effective control of the Company, or in the ownership of a substantial portion of the assets of the Company, within the meaning of guidance issued by the Secretary of the Treasury under Section 409A of the Code.”
2. Section 409A: Section 4(g) of the Agreement is superseded and replaced in its entirety to
read as follows:
“In the event that it is determined that payments pursuant to this Agreement constitute non-qualified deferred compensation subject to Section 409A, then, solely to the extent required in order to avoid taxation and/or tax penalties under Section 409A, no such amounts shall be paid unless and until you have experienced a separation from service within the meaning of Section 409A and any such amount that would be paid to you within six (6) months following your separation of service shall be accumulated and paid to you on the first business day following such six (6) month period. The parties hereto intend that this Agreement comply, to the extent applicable, with the provisions of Section 409A and related regulations and Treasury pronouncements. If the parties determine in good faith that any provision provided herein would result in the imposition of an excise tax under the provisions of Section 409A, the parties hereby agree to use good faith efforts to reform any such provision to avoid imposition of any such excise tax in such manner that the parties mutually determine is appropriate to comply with Section 409A.”
3. Continuation of Other Terms: Except as set forth herein, all other terms and conditions of the Agreement shall remain in full force and effect.
4. Applicable Law: This amendment shall be governed by the laws of the State of California as such laws are applied to arrangement between California residents entered into and to be performed within the State of California.
|
| | |
| | |
XILINX, INC. | | EXECUTIVE |
| |
/s/ Jon A. Olson | | /s/ Moshe Gavrielov |
Jon A. Olson | | Moshe Gavrielov |
Executive Vice President & | | President & |
Chief Financial Officer | | Chief Executive Officer |
Exhibit 10.2
XILINX, INC.
CHANGE OF CONTROL AGREEMENT
THIS CHANGE OF CONTROL AGREEMENT (this “Agreement”), is made by and between Xilinx, Inc. (hereinafter the “Company”), and _____________________ (hereinafter “Executive”) and shall be effective as of January 19, 2016 (the “Effective Date”).
WHEREAS, the Company and Executive desire to enter into an agreement governing a constructive or actual termination connected with a change of control of the Company.
NOW, THEREFORE, the Company and Executive, in consideration of the mutual promises set forth herein, hereby agree as follows:
1.Term. The term of this Agreement will commence on the Effective Date and will continue in effect until, and terminate on January 19, 2021 (the “Term”). This Agreement may be renewed by mutual agreement of the Company and Executive, pursuant to the terms agreed to between the Company and Executive at the time of such renewal.
2.Termination Without Cause or Constructive Termination in Connection With a Change of Control. If the Company terminates Executive’s employment without Cause or Executive resigns under circumstances that constitute a Constructive Termination, and (i) a Change of Control is consummated within the 90 day period commencing on such termination or (ii) a Change of Control has occurred anytime in the two (2) year period on or prior to such termination, then, provided that Executive executes a waiver and release of all claims in a form substantially similar to Exhibit A (the “Release”) and such Release becomes effective and enforceable in accordance with its terms following the expiration of any applicable revocation period under federal or state law no later than 50 days following the Executive’s Separation from Service, the following will occur:
(i) Subject to Executive’s continued compliance with the requirements set forth in Sections 2(ii) and 2(iii), Executive shall receive (in each case less applicable withholding):
(A)a cash payment equal to 150% of Executive’s then-current annual Base Salary, payable as a lump sum payment on the 60th day following the date of Executive’s Separation from Service;
(B)a cash payment equal to 150% of the amount of Executive’s Annual Bonus for the fiscal year in which Executive’s Separation from Service occurs (the “Severance Bonus Payment”), payable as a lump sum payment on the 60th day following the date of Executive’s Separation from Service;
(C)if Executive elects continuation coverage under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), then, at the Company’s election, the Company will (i) for a period of 12 months from Executive’s Separation from Service, reimburse Executive for coverage premiums applicable under COBRA (at the coverage levels in effect immediately prior to Executive’s Separation from Service) or (ii) pay Executive a
lump sum payment on the 60th day following the date of Executive’s Separation from Service equal to the cost of 12 months of such COBRA coverage (at the coverage levels in effect immediately prior to Executive’s Separation from Service);
(D)100% acceleration of the vesting of all Executive’s equity awards (including, without limitation, stock options and restricted stock units) that are unvested and outstanding as of the Separation from Service and which would otherwise become vested based solely on the passage of time and performance of services (and not in whole or in part on the future attainment of performance targets); and
(E)any restricted stock unit awards held by Executive at the time of Executive’s Separation from Service the earning or vesting of which is dependent in whole or in part on the attainment of performance targets shall become vested with respect to 100% of the target number of such restricted stock units which have not yet otherwise been earned at the time of Executive’s Separation from Service.
(ii) Until one year after Executive’s Separation from Service, Executive will not directly or indirectly induce, encourage, solicit, influence or attempt to influence any employee, contractor or other service provider of the Company or its subsidiaries to cease providing services for the Company or its subsidiaries for any reason, or to employ, interview or arrange to have business opportunities offered to any such individual.
(iii) If a court determines that any provision of this section exceeds the maximum scope, time period, or geographic area that the court deems enforceable, the scope, time period, or geographic area shall be deemed the maximum that the court considers reasonable.
(iv) For the avoidance of doubt, in the event Executive breaches any of the agreements in this Section 2, any rights or entitlements Executive may have to the payments and benefits set forth in this Agreement shall terminate immediately upon such breach and no further payments will be made, and no further benefits will be provided, to Executive pursuant to this Agreement.
3.Exclusive Remedy. This Agreement specifies all of Executive’s compensation and benefits resulting from an actual termination or Constructive Termination in connection with a Change of Control. Executive shall not be entitled to any other compensation and benefits from the Company except to the extent provided under any written Company benefit plan, stock option or other equity agreement or indemnification agreement, or as may be required under applicable law.
(i)“Annual Bonus” means (A) Executive’s target incentive cash compensation under the annual bonus program then in effect for the current fiscal year in which a Separation from Service occurs or (B) Executive’s target incentive cash compensation under the annual bonus program at the time the Change of Control occurred, whichever is greater, factoring any performance targets at 100% achievement.
(ii)“Base Salary” means Executive’s then-current cash compensation paid on the Company’s standard salary payment schedule.
(iii)“Cause” means (A) gross dereliction of duties which continues after at least two notices, each 30 days apart, from the Company, specifying in reasonable detail the tasks which must be accomplished and a timeline for their accomplishment to avoid termination for Cause, (B) willful and gross misconduct which injures the Company, (C) willful and material violations of laws applicable to the Company, or (D) embezzlement or theft of Company property.
(iv)“Change of Control” means the occurrence of any of the following events:
(A)Any “person” or “group” as such terms are defined under Sections 13 and 14 of the Securities Exchange Act of 1934 (“Exchange Act”) (other than the Company, a subsidiary of the Company, or a Company employee benefit plan) is or becomes the “beneficial owner” (as defined in Exchange Act Rule 13d-3), directly or indirectly, of Company securities representing 50% or more of the combined voting power of the Company’s then outstanding securities.
(B)The closing of: (1) the sale of all or substantially all of the assets of the Company if the holders of Company securities representing all voting power for the election of directors before the transaction hold less than a majority of the total voting power for the election of directors of all entities which acquire such assets, or (2) the merger of the Company with or into another corporation if the holders of Company securities representing all voting power for the election of directors before the transaction hold less than a majority of the total voting power for the election of directors of the surviving entity.
(C)The issuance of securities, which would give a person or group beneficial ownership of Company securities representing 50% or more of all voting power for the election of directors.
(D)A change in the board of directors over a period of twenty-four (24) months such that the incumbent directors as of the beginning of any such twenty-four (24) month period and nominees of the incumbent directors are no longer a majority of the total number of directors.
Notwithstanding the foregoing, and only to the extent necessary to comply with Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), a “Change of Control” will have occurred only if, in addition to the requirements set above, the event constitutes a change in the ownership or effective control of the Company, or in the ownership of a substantial portion of the assets of the Company, within the meaning of guidance issued by the Secretary of the Treasury under Section 409A of the Code.
(v)“Constructive Termination” means Executive’s resignation following the occurrence of any of the following events, without Executive’s approval: (A) a material reduction in Executive’s Base Salary, target bonus or benefits, other than a reduction that is implemented across-the-board to all employees at Executive’s level; (B) a material reduction in Executive’s title, authority or responsibilities; or (C) the requirement that Executive relocate to a place of employment more than 50 miles from the Executive’s primary work location as in effect
immediately prior to the Change of Control; provided, however, the Executive must provide written notice to the Company of the existence of a condition described in clause (A), (B) or (C) within ninety (90) days of the initial occurrence of the condition, and if within thirty (30) days of the Company’s receipt of such notice (or, if later, Executive’s actual termination of employment) the Company remedies such condition, a Constructive Termination will not be deemed to have occurred.
(vi)“Separation from Service” means the cessation of Executive’s status as an employee of the Company and shall be deemed to occur at such time as the level of the bona fide services Executive is to perform as an employee (or as a consultant or other independent contractor) permanently decreases to a level that is not more than 20% of the average level of services Executive rendered as an employee during the immediately preceding 36 months (or such shorter period for which the Executive may have rendered such service). Any such determination as to Separation from Service, however, shall be made in accordance with the applicable standards of the Treasury Regulations issued under Section 409A of the Code.
5.Golden Parachute Excise Tax. If the benefits provided for in this Agreement or otherwise payable to Executive constitute “parachute payments” within the meaning of Section 280G of the Code and will be subject to the excise tax imposed by Section 4999 of the Code (the “Excise Tax”), then Executive’s severance benefits under Section 2 shall be (i) delivered in full, or (ii) delivered as to such lesser extent which would result in no portion of such severance benefits being subject to the Excise Tax, whichever of the foregoing amounts, taking into account the applicable federal, state and local income taxes and the Excise Tax, results in the receipt by Executive on an after-tax basis, of the greatest amount of severance benefits. Unless the Company and Executive otherwise agree in writing, any determination required under this Section 5 shall be made in writing in good faith by the accounting firm serving as the Company’s independent public accountants immediately prior to the Change of Control (the “Accountants”). For purposes of making the calculations required by this Section 5, the Accountants may make reasonable assumptions and approximations concerning applicable taxes and may rely on reasonable, good faith interpretations concerning the application of Sections 280G and 4999 of the Code. The Company and Executive shall furnish to the Accountants such information and documents as the Accountants may reasonably request in order to make a determination under this Section. If the Accountants determine that reduction of Executive’s severance benefits is required by this Section 5 such that no portion of Executive’s severance benefits will be subject to the Excise Tax, the severance benefits shall be reduced in the following order: (i) cash severance pay that is exempt from Section 409A, (ii) any other cash severance pay, (iii) any other cash payable that is a severance benefit other than stock appreciation rights, (iv) any stock appreciation rights, (v) any restricted stock and/or restricted stock units, and (vi) stock options. The Company shall bear all costs the Accountants may reasonably incur in connection with any calculations contemplated by this Section 5.
6.Section 409A.
(i) Notwithstanding any provision to the contrary in this Agreement (other than Section 6(ii) below), no payments or benefits to which the Executive becomes entitled under Section 2 of this Agreement shall be made or paid to the Executive prior to the earlier of (A) the expiration of the 6-month period measured from the date of his Separation from Service or (B) the date of the Executive’s death, if the Executive is deemed at the time of such Separation from Service a “key employee” within the meaning of that term under Code Section 416(i) and such
delayed commencement is otherwise required in order to avoid a prohibited distribution under Code Section 409A(a)(2). Upon the expiration of the applicable Code Section 409A(a)(2) deferral period, all payments deferred pursuant to this Section 6 shall be paid in a lump sum to the Executive, and any remaining payments due under this Agreement shall be paid in accordance with the normal payment dates specified for them herein.
(ii) The six month holdback set forth in Section 6(i) above shall not be applicable to (A) any severance payments under Section 2 that qualify as Short-Term Deferral Payments in the discretion of the Company and (B) any remaining portion of the severance payments due Executive under Section 2 to the extent the Company determines in its discretion that such payments are not subject to Section 409A of the Code pursuant to Treasury Regulations Section 1.409A-1(b)(9)(iii).
(iii) No reimbursement payable to the Executive pursuant to any provision of this Agreement or pursuant to any plan or arrangement of the Company shall be paid later than the last day of the calendar year following the calendar year in which the related expense was incurred, and no such reimbursement during any calendar year shall affect the amounts eligible for reimbursement in any other calendar year, except, in each case, to the extent that the right to reimbursement does not provide for a “deferral of compensation” within the meaning of Section 409A of the Code.
7.Assignment. This Agreement shall bind and benefit (i) Executive’s heirs, executors and legal representatives upon Executive’s death to the extent the benefit is due and payable at the time of Executive’s death and (ii) any successor of the Company. Any such successor of the Company shall be deemed substituted for the Company under the terms of this Agreement for all purposes. “Successor” shall include any person, firm, corporation or other business entity which at any time, whether by purchase, merger or otherwise, directly or indirectly acquires all or substantially all of the assets or business of the Company. Executive has no other right to assign this Agreement and any such attempted assignment is void.
8.Notices. All notices, requests, demands and other communications under this Agreement shall be in writing and shall be deemed given if: (i) delivered personally, (ii) one day after being sent by FedEx or a similar commercial overnight service, or (iii) three days after being mailed by registered or certified mail, return receipt requested, prepaid and addressed to Company at its principal office, attention: General Counsel, or to Executive at Executive’s last principal residence known to the Company, or at such other addresses as the parties may designate by written notice.
9.Severability. In the event that any provision hereof becomes or is declared by a court of competent jurisdiction to be illegal, unenforceable or void, this Agreement shall continue in full force and effect without said provision.
10.Entire Agreement. This Agreement represents the entire agreement and understanding between the Company and Executive concerning payments to Executive in the event of a Change of Control and supersedes any and all prior change of control or similar agreements between the Company and Executive but does not supersede any other agreements between Company and Executive, including but not limited to, any confidentiality or similar agreement, any indemnification agreement, and any restricted stock purchase agreement, restricted stock unit agreement, stock option agreement or other equity award agreement entered
into pursuant to the Company’s stock plans, except as expressly provided herein. In case of conflict between any of the terms and conditions of this Agreement and the documents herein referred to, the terms and conditions of this Agreement shall control.
11.Arbitration and Equitable Relief.
(i) Any dispute or controversy arising out of, relating to, or in connection with this Agreement, or the interpretation, validity, construction, performance, breach, or termination thereof shall be settled by arbitration to be held in the State of California in accordance with the Employment Arbitration Rules of the American Arbitration Association (the “Rules”) then in effect, and not by court or jury trial, to be held (unless the parties agree in writing otherwise) within 45 miles of where Executive is or was last employed by the Company. The Rules may be found at www.adr.org or by searching for “AAA Employment Arbitration Rules” using a service such as www.Google.com or www.Bing.com or by asking the Company’s Legal Department for a copy of the Rules. If for any reason the American Arbitration Association will not administer the arbitration, either party may apply to a court of competent jurisdiction with authority over the location where the arbitration will be conducted for appointment of a neutral arbitrator. The arbitrator may grant injunctions or other relief in such dispute or controversy. The decision of the arbitrator shall be final, conclusive and binding on the parties to the arbitration. Judgment may be entered on the arbitrator’s decision in any court having jurisdiction. This arbitration agreement shall survive after the employment relationship terminates.
(ii) The arbitrator shall apply California law to the merits of any dispute or claim, without reference to rules of conflict of law. The arbitration proceedings shall be governed by federal arbitration law and by the Rules, without reference to state arbitration law.
(iii) The Company shall pay the costs and expenses of such arbitration. Each party shall separately pay its counsel fees and expenses; provided, however, that the arbitrator shall have the authority to award reasonable attorneys’ fees and costs to a party who prevails on a claim under a statute that provides for such fees and costs to the prevailing party.
(iv) Executive understands that to the extent Executive is employed in the United States, nothing in this Agreement modifies Executive’s at-will employment status. Either the Company or Executive can terminate the parties’ employment relationship at any time, with or without cause.
12.No Oral Modification, Cancellation or Discharge. This Agreement may be amended, canceled or discharged only in writing signed by Executive and a duly authorized officer of the Company.
[remainder of page intentionally left blank]
13.Withholding. The Company shall be entitled to withhold, or cause to be withheld, from payment any amount of withholding taxes required by law with respect to payments made to Executive in connection with his employment hereunder.
14.Governing Law. This Agreement shall be governed by the laws of the State of California (with the exception of its conflict of laws provisions).
15.Representations. Executive represents that he has had the opportunity to discuss this matter with and obtain advice from his own legal counsel, has had sufficient time to, and has carefully read and fully understands all the provisions of this agreement, and is knowingly and voluntarily entering into this Agreement.
XILINX, INC.:
___________________________
Moshe N. Gavrielov
President and Chief Executive Officer
EXECUTIVE:
___________________________
Signature
___________________________
Print Name
EXHIBIT A
FORM OF GENERAL RELEASE OF ALL CLAIMS
On behalf of myself, my heirs, executors, administrators and assigns, I hereby make the following agreements and acknowledgements in exchange for benefits to be received by me under my Change of Control Agreement (the “Agreement”):
1.I agree that I fully and forever release and discharge the Company and all of its parents, divisions, subsidiaries, affiliates, related entities, and their predecessors, successors, and past and present officers, directors, shareholders, employees, agents, partners, attorneys, benefit plans, insurers, and representatives, (hereinafter “Releasees”) from any and all claims of whatever nature, except as noted below, whether known or unknown, which exist or may exist on my behalf against Releasees as of the date of this Agreement, including but not limited to any and all tort claims, contract claims, equitable claims, breach of fiduciary duty claims, ERISA claims, wrongful termination claims, public policy claims, retaliation claims, statutory claims, personal injury claims, emotional distress claims, invasion of privacy claims, defamation claims, fraud claims, quantum meruit claims, and any and all claims arising under any federal, state or other governmental statute, law, regulation or ordinance covering discrimination in employment, including but not limited to Title VII of the Civil Rights Act of 1964, as amended, the Americans with Disabilities Act, the Age Discrimination in Employment Act, and the California Fair Employment and Housing Act, including any claims based on race, color, religious creed, national origin, ancestry, physical or mental disability, medical condition, marital status, sex, age, harassment, or retaliation. Notwithstanding any provisions and covenants in this paragraph, I am not waiving any claim I may have against Releasees to: (a) unemployment benefits; (b) state disability and/or workers’ compensation insurance benefits; (c) my vested rights upon termination in certain of the Company’s group benefit plans pursuant to the federal law known as COBRA and the terms of the Company’s benefit plans; (d) any right to indemnification I may have under the Company’s Bylaws or under the Indemnification Agreement between the Company and me, if applicable; and (e) any claim that may not legally be waived. I also understand that this General Release shall not prevent me from filing a charge with the Equal Employment Opportunity Commission (or similar state or local agency) or participating in any investigation conducted by the Equal Employment Opportunity Commission (or similar state or local agency); provided, however, I acknowledge and agree that any claims for personal relief in connection with such a charge or investigation (such as reinstatement or monetary damages) would be and hereby are barred.
2. I agree that I fully and forever waive any and all rights and benefits conferred upon me by the provisions of Section 1542 of the Civil Code of the State of California and any similar statute or regulation in any other applicable jurisdiction, which states as follows (parentheticals added):
A general release does not extend to claims which the creditor [i.e, me] does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his settlement with the debtor [i.e., the Company].
I understand and agree that this means that if, hereafter, I discover facts different from or in addition to those which I now know or believe to be true, that the waivers and releases of this General Release shall be and remain effective in all respects subject to the exceptions in Section 1, notwithstanding such different or additional facts or the discovery of such fact.
3. I agree that neither the fact nor any aspect of this General Release is intended, or should be construed at any time, to be an admission of liability or wrongdoing by either myself or by the Company.
4. I agree that if any provision, or portion of a provision, of this General Release is, for any reason, held to be unenforceable, that such unenforceability will not affect any other provision, or portion of a provision, and this General Release shall be construed as if such unenforceable provision or portion had never been contained herein.
5. I understand that I may have [twenty-one (21)/forty-five (45)] days after receipt of this General Release within which I may review and consider it, and I have been advised in this writing that I should discuss it with an attorney of my own choosing, and decide whether or not to sign this General Release. I also understand that, for the period of seven (7) days after I sign this General Release, I may revoke it by delivering a written notification of my revocation, no later than the seventh day, to:
Xilinx, Inc.
c/o General Counsel
2100 Logic Drive
San Jose, CA 95124
I further understand that the Effective Date of this General Release will be the eighth day after I have signed it, provided that I have delivered it to the Company and have not revoked it during the seven days after I signed it. I further understand and agree that the severance benefits provided pursuant to Section 2 of the Agreement constitutes consideration beyond which I am otherwise entitled to receive and is offered in exchange for my release and waiver of all claims and other covenants as set forth herein and in the Agreement.
6. This General Release, in all respects, shall be interpreted, enforced and governed by and under the laws of the State of California.
7. This General Release contains the entire agreement between the Company and me with respect to any matters referred to herein.
I HAVE READ THIS GENERAL RELEASE; I UNDERSTAND IT AND KNOW THAT I AM GIVING UP IMPORTANT RIGHTS; I AM AWARE OF MY RIGHT TO CONSULT WITH AN ATTORNEY OF MY OWN CHOOSING BEFORE SIGNING IT AND I HAVE BEEN ENCOURAGED TO CONSULT WITH SUCH AN ATTORNEY; AND I SIGN IT VOLUNTARILY:
Signed: ________________, 20__. Employee’s Signature:
Print Name:
Exhibit 99.1
Investor Relations Contact:
Lori Owen
Xilinx, Inc.
(408) 879-6911
ir@xilinx.com
XILINX ANNOUNCES Q3 FISCAL 2016 RESULTS;
STRONG NEW PRODUCT GROWTH DRIVES 7% SEQUENTIAL SALES INCREASE
SAN JOSE, CA, January 20, 2016-- Xilinx, Inc. (Nasdaq: XLNX) today announced third quarter fiscal 2016 sales of $566 million, up 7% from the prior quarter and down 5% from the same quarter of the prior fiscal year. Third quarter fiscal 2016 net income was $131 million, or $0.49 per diluted share.
The Xilinx Board of Directors announced a quarterly cash dividend of $0.31 per outstanding share of common stock, payable on March 16, 2016 to all stockholders of record at the close of business on March 2, 2016.
Additional third quarter comparisons are set forth in the charts below:
GAAP Results
(In millions, except EPS)
|
| | | | | | |
| | | | | Growth Rates
|
| Q3 FY 2016 | Q2 FY 2016 | Q3 FY 2015 | |
Q-T-Q |
Y-T-Y |
Net revenues | $566 | $528 | $594 | | 7% | -5% |
Operating income | $160 | $153 | $190 | | 5% | -16% |
Net income | $131 | $127 | $168 | | 3% | -22% |
Diluted earnings per share | $0.49 | $0.48 | $0.62 | | 2% | -21% |
“New product sales were exceptionally strong during the quarter increasing 18% sequentially, enabling Xilinx to reach the high-end of our sales guidance. Both our 7-series and UltraScale families reached new sales records during the quarter, driven by a very broad base of end markets,” said Moshe Gavrielov, Xilinx President and Chief Executive Officer. “During the quarter we continued to execute on the delivery of our next-generation UltraScale+ family by launching public access development support for these families. This closely follows the first shipment of the Zynq UltraScale+ MPSoc last quarter, which was ahead of schedule. The capabilities of the UltraScale+ product family, coupled with its first-mover advantage, make it uniquely suited for applications ranging from next generation ADAS and Industrial Internet-of-Things to 5G wireless.”
Net Revenues by Geography:
|
| | | | | | |
| Percentages | | Growth Rates |
| Q3 FY 2016 | Q2 FY 2016 | Q3 FY 2015 | |
Q-T-Q |
Y-T-Y |
North America | 32% | 30% | 34% | | 16% | -10% |
Asia Pacific | 41% | 40% | 39% | | 9% | -1% |
Europe | 17% | 20% | 17% | | -6% | -5% |
Japan | 10% | 10% | 10% | | 2% | 0% |
Net Revenues by End Market:
|
| | | | | | |
| Percentages | | Growth Rates |
| Q3 FY 2016 | Q2 FY 2016 | Q3 FY 2015 | |
Q-T-Q |
Y-T-Y |
Communications & Data Center | 43% | 41% | 43% | | 12% | -3% |
Industrial, Aerospace & Defense | 41% | 41% | 43% | | 7% | -10% |
Broadcast, Consumer & Automotive | 16% | 18% | 14% | | -4% | 7% |
Net Revenues by Product:
|
| | | | | | |
| Percentages | | Growth Rates |
| Q3 FY 2016 | Q2 FY 2016 | Q3 FY 2015 | |
Q-T-Q |
Y-T-Y |
New | 47% | 43% | 36% | | 18% | 28% |
Mainstream | 23% | 25% | 26% | | -3% | -17% |
Base | 26% | 28% | 35% | | -1% | -30% |
Support | 4% | 4% | 3% | | 17% | 11% |
Products are classified as follows:
New products: Zynq UltraScale+, Virtex and Kintex UltraScale, Virtex‐7, Kintex‐7, Artix-7, Zynq-7000, Spartan‐6 products
Mainstream products: Virtex-6, Virtex‐5, and CoolRunner‐II products
Base products: Virtex‐4, Virtex‐II, Virtex‐E, Spartan-3 Spartan-II, CoolRunner and XC9500 products
Support products: Configuration solutions, Software & Support/Services
Key Statistics:
(Dollars in millions)
|
| | | |
| Q3 FY 2016 | Q2 FY 2016 | Q3 FY 2015 |
| | | |
Annual Return on Equity (%)* | 21 | 21 | 25 |
| | | |
Operating Cash Flow | $290 | $134 | $291 |
| | | |
Depreciation Expense | $13 | $12 | $14 |
| | | |
Capital Expenditures | $6 | $5 | $6 |
| | | |
Combined Inventory Days | 119 | 137 | 134 |
| | | |
Revenue Turns (%) | 49 | 51 | 44 |
*Return on equity calculation: Annualized net income/average stockholders’ equity
Highlights – December Quarter Fiscal 2016
| |
• | After shipping the industry's first 16nm multiprocessor SoC a quarter ahead of schedule, Xilinx announced public access support for the 16nm UltraScale+ families, including the Vivado Design Suite HLx Editions, embedded software development tools, Xilinx Power Estimator and technical documentation for Zynq UltraScale+ MPSoC and Kintex UltraScale+ devices. This announcement marked the industry’s first publicly available tools for 16nm devices, enabling broad market adoption. |
| |
• | Xilinx and IBM announced a strategic collaboration to accelerate data center applications. This collaboration is expected to enable higher performance and energy-efficient data center applications through Xilinx FPGA-enabled workload acceleration on IBM POWER-based systems. This follows the Company’s announcement last quarter with Qualcomm Technologies, Inc. Target applications such as machine learning, network functions virtualization (NFV), genomics, high performance computing and big data analytics. |
| |
• | Xilinx announced the Spartan-7 FPGA family that will deliver I/O intensive devices for cost-sensitive applications. The new family will address connectivity requirements across a breadth of markets including automotive, consumer, industrial IoT, data center, wired and wireless communications, and portable medical solutions. |
Business Outlook – March Quarter Fiscal 2016
| |
• | Sales are expected to be approximately flat sequentially. |
| |
• | Gross margin is expected to be 68-69%. |
| |
• | Operating expenses are expected to be approximately $220 million including $1 million of amortization of acquisition-related intangibles. |
| |
• | Other income and expenses are expected to be a net expense of approximately $6 million. |
| |
• | Fully diluted share count is expected to be approximately 267 million. |
| |
• | March quarter tax rate is expected to be approximately 13-14%. |
Conference Call
A conference call will be held today at 2:00 p.m. Pacific Time to discuss the December quarter financial results and management's outlook for the March quarter. The webcast and subsequent replay will be available in the investor relations section of the Company's web site at www.investor.xilinx.com. A telephonic replay of the call may be accessed later in the day by calling (855) 859-2056 and referencing confirmation code 98854132. The telephonic replay will be available for two weeks following the live call.
This release contains forward-looking statements and projections. Forward-looking statements and projections can often be identified by the use of forward-looking words such as “expect,” “believe,” “may,” “will,” “could,” “anticipate,” “estimate,” “continue,” “plan,” “intend,” “project” or other similar expressions. Statements that refer to or are based on projections, uncertain events or assumptions also identify forward-looking statements. Such forward looking statements include, but are not limited to, statements related to the semiconductor market, the growth and acceptance of our products, expected revenue growth, the demand and growth in the markets we serve, opportunity for expansion into new markets, and our expectations regarding our business outlook for the March quarter of fiscal 2016. Undue reliance should not be placed on such forward-looking statements and projections, which speak only as of the date they are made. We undertake no obligation to update such forward-looking statements. Actual events and results may differ materially from those in the forward-looking statements and are subject to risks and uncertainties including customer acceptance of our new products, current global economic conditions, the health of our customers and the end markets in which they participate, our ability to forecast end customer demand, a high dependence on turns business, more customer volume discounts than expected, greater product mix changes than anticipated, fluctuations in manufacturing yields, our ability to deliver product in a timely manner, our ability to successfully manage production at multiple foundries, variability in wafer pricing, costs and liabilities associated with current and future litigation, and other risk factors listed in our most recent Forms 10-Q and 10-K.
About Xilinx
Xilinx develops All Programmable technologies and devices, beyond hardware to software, digital to analog, and single to multiple die in 3D ICs. These industry leading devices are coupled with a next-generation design environment and IP to serve a broad range of customer needs, from programmable logic to programmable systems integration. For more information, visit www.xilinx.com.
#1605F
Xilinx, the Xilinx logo, Artix, CoolRunner, Kintex, Spartan, Virtex, Zynq, and Vivado, are trademarks of Xilinx in the United States and other countries. All other trademarks are the property of their respective owners.
XLNX-F
|
| | | | | | | | | | | | | | | | | | | |
XILINX, INC. |
|
|
|
|
|
|
|
|
|
CONDENSED CONSOLIDATED STATEMENTS OF INCOME |
|
|
|
|
(Unaudited) |
|
|
|
|
|
|
|
|
|
(In thousands, except per share amounts) |
|
|
|
|
|
|
|
| Three Months Ended |
| Nine Months Ended |
| January 2, 2016 |
| September 26, 2015 |
| December 27, 2014 |
| January 2, 2016 |
| December 27, 2014 |
Net revenues | $ | 566,235 |
|
| $ | 527,572 |
|
| $ | 593,549 |
|
| $ | 1,642,815 |
|
| $ | 1,810,445 |
|
Cost of revenues | 178,514 |
|
| 157,640 |
|
| 179,638 |
|
| 496,108 |
|
| 538,445 |
|
Gross margin | 387,721 |
|
| 369,932 |
|
| 413,911 |
|
| 1,146,707 |
|
| 1,272,000 |
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
Research and development | 141,378 |
|
| 130,220 |
|
| 133,455 |
|
| 398,246 |
|
| 393,803 |
|
Selling, general and administrative | 84,470 |
|
| 84,761 |
|
| 88,076 |
|
| 251,374 |
|
| 274,472 |
|
Amortization of acquisition-related intangibles | 1,769 |
|
| 1,769 |
|
| 2,371 |
|
| 5,306 |
|
| 7,167 |
|
Total operating expenses | 227,617 |
|
| 216,750 |
|
| 223,902 |
|
| 654,926 |
|
| 675,442 |
|
Operating income | 160,104 |
|
| 153,182 |
|
| 190,009 |
|
| 491,781 |
|
| 596,558 |
|
Interest and other expense, net | 5,053 |
|
| 9,213 |
|
| 4,007 |
|
| 24,793 |
|
| 15,960 |
|
Income before income taxes | 155,051 |
|
| 143,969 |
|
| 186,002 |
|
| 466,988 |
|
| 580,598 |
|
Provision for income taxes | 24,232 |
|
| 16,671 |
|
| 17,536 |
|
| 61,155 |
|
| 67,005 |
|
Net income | $ | 130,819 |
|
| $ | 127,298 |
|
| $ | 168,466 |
|
| $ | 405,833 |
|
| $ | 513,593 |
|
Net income per common share: |
|
|
|
|
|
|
|
|
|
Basic | $ | 0.51 |
|
| $ | 0.49 |
|
| $ | 0.64 |
|
| $ | 1.58 |
|
| $ | 1.93 |
|
Diluted | $ | 0.49 |
|
| $ | 0.48 |
|
| $ | 0.62 |
|
| $ | 1.51 |
|
| $ | 1.85 |
|
Cash dividends per common share | $ | 0.31 |
|
| $ | 0.31 |
|
| $ | 0.29 |
|
| $ | 0.93 |
|
| $ | 0.87 |
|
Shares used in per share calculations: |
|
|
|
|
|
|
|
|
|
Basic | 256,450 |
|
| 257,640 |
|
| 262,881 |
|
| 257,491 |
|
| 266,299 |
|
Diluted | 269,611 |
|
| 266,046 |
|
| 273,795 |
|
| 268,716 |
|
| 277,709 |
|
|
| | | | | | | |
XILINX, INC. |
|
|
|
CONDENSED CONSOLIDATED BALANCE SHEETS |
|
|
|
(In thousands) |
|
|
|
| January 2, 2016 |
| March 28, 2015* |
| (unaudited) |
| |
ASSETS |
|
|
|
Current assets: |
|
|
|
Cash, cash equivalents and short-term investments | $ | 3,396,536 |
|
| $ | 3,303,061 |
|
Accounts receivable, net | 203,176 |
|
| 246,615 |
|
Inventories | 195,969 |
|
| 231,328 |
|
Deferred tax assets and other current assets | 212,613 |
|
| 154,047 |
|
Total current assets | 4,008,294 |
|
| 3,935,051 |
|
Net property, plant and equipment | 280,241 |
|
| 301,038 |
|
Long-term investments | 224,614 |
|
| 266,902 |
|
Other assets | 385,008 |
|
| 395,074 |
|
Total Assets | $ | 4,898,157 |
|
| $ | 4,898,065 |
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY |
|
|
|
Current liabilities: |
|
|
|
Accounts payable and accrued liabilities | $ | 301,550 |
|
| $ | 321,082 |
|
Deferred income on shipments to distributors | 47,016 |
|
| 66,071 |
|
Current portion of long-term debt | 584,343 |
|
| 576,053 |
|
Total current liabilities | 932,909 |
|
| 963,206 |
|
Convertible debentures | 995,584 |
|
| 994,839 |
|
Deferred tax liabilities | 347,995 |
|
| 289,868 |
|
Other long-term liabilities | 16,308 |
|
| 14,611 |
|
Temporary equity | 15,657 |
|
| 23,947 |
|
Stockholders' equity | 2,589,704 |
|
| 2,611,594 |
|
Total Liabilities and Stockholders' Equity | $ | 4,898,157 |
|
| $ | 4,898,065 |
|
|
|
|
|
|
|
|
|
* Derived from audited financial statements |
|
|
|
|
| | | | | | | | | | | | | | | | | | | |
XILINX, INC. | | | | | | | | | |
SUPPLEMENTAL FINANCIAL INFORMATION | | | | | | | | | |
(Unaudited) | | | | | | | | | |
(In thousands) | | | | | | | | | |
| Three Months Ended |
| Nine Months Ended |
| January 2, 2016 |
| September 26, 2015 |
| December 27, 2014 |
| January 2, 2016 |
| December 27, 2014 |
SELECTED CASH FLOW INFORMATION: |
|
|
|
|
|
|
|
|
|
Depreciation | $ | 13,043 |
|
| $ | 12,472 |
|
| $ | 13,711 |
|
| $ | 38,768 |
|
| $ | 40,857 |
|
Amortization | 4,441 |
|
| 4,354 |
|
| 5,048 |
|
| 13,149 |
|
| 15,556 |
|
Stock-based compensation | 31,463 |
|
| 26,681 |
|
| 29,054 |
|
| 84,464 |
|
| 79,900 |
|
Net cash provided by operating activities | 290,285 |
|
| 133,730 |
|
| 290,742 |
|
| 607,168 |
|
| 624,741 |
|
Purchases of property, plant and equipment | 6,118 |
|
| 5,362 |
|
| 6,139 |
|
| 19,169 |
|
| 23,682 |
|
Payment of dividends to stockholders | 79,709 |
|
| 80,196 |
|
| 76,172 |
|
| 240,111 |
|
| 230,550 |
|
Repurchases of common stock | 100,000 |
|
| 99,998 |
|
| 174,997 |
|
| 299,998 |
|
| 476,012 |
|
Net proceeds from issuance of common stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
to employees and excess tax benefit | 8,768 |
|
| 2,995 |
|
| 16,700 |
|
| 34,046 |
|
| 36,007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
STOCK-BASED COMPENSATION INCLUDED IN: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues | $ | 2,145 |
|
| $ | 1,763 |
|
| $ | 2,339 |
|
| $ | 5,872 |
|
| $ | 6,408 |
|
Research and development | 16,935 |
|
| 12,934 |
|
| 14,909 |
|
| 44,561 |
|
| 40,245 |
|
Selling, general and administrative | 12,383 |
|
| 11,984 |
|
| 11,806 |
|
| 34,031 |
|
| 33,247 |
|
Xilinx (NASDAQ:XLNX)
Historical Stock Chart
From Mar 2024 to Apr 2024
Xilinx (NASDAQ:XLNX)
Historical Stock Chart
From Apr 2023 to Apr 2024
