Fabrinet 10-Q

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS Sales of Unregistered Securities Not applicable. Purchases of Equity Securities by the Issuer and Affiliated Purchasers On August 18, 2017, we announced that our board of directors had approved a share repurchase program to permit us to repurchase, from time to time, up to $30.0 million worth of our issued and outstanding ordinary shares in the open market in accordance with applicable rules and regulations, including pursuant to a pre-set trading plan adopted in accordance with Rule 10b5-1 under the Exchange Act of 1934. In February 2018, May 2019 and August 2020, we announced that our board of directors approved increases of $30.0 million, $50.0 million and $58.5 million, respectively, to the original share repurchase authorization, bringing the aggregate authorization to $168.5 million. The repurchased shares will be held as treasury stock. During the three months ended September 25, 2020, no shares were repurchased under this program. As of September 25, 2020, we had a remaining authorization to purchase up to $100.0 million worth of our ordinary shares. The following table summarizes share repurchase activity for the three months ended September 25, 2020: Period Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased As Part of Publicly Announced Program Maximum Approximate Dollar Value of Shares That May Yet Be Purchased Under the Program June 27, 2020 – July 24, 2020 — $ — — $ 41,499,413 July 25, 2020 – August 21, 2020 — $ — — $ 99,999,413 August 22, 2020 – September 25, 2020 — $ — — $ 99,999,413 Total — $ — — $ 99,999,413 59 Table of Contents ITEMS 3, 4 and 5 are not applicable and have been omitted. ITEM 6. EXHIBITS Exhibit Number Description Incorporated by reference herein Form Exhibit No. Filing Date 10.1 Description of Fiscal 2021 Executive Incentive Plan 8-K, Item 5.02 N/A August 17, 2020 31.1 Certification of Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2 Certification of Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.1 Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 101.INS Inline XBRL Instance 101.SCH Inline XBRL Taxonomy Extension Schema 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase 101.LAB Inline XBRL Taxonomy Extension Label Linkbase 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) 60 Table of Contents SIGNATURE Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on November 3, 2020. FABRINET By: /s/ C SABA S VERHA Name: Csaba Sverha Title: Executive Vice President, Chief Financial Officer (Principal Financial and Accounting Officer) 61