Fabrinet 10-K

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES. Our ordinary shares are listed on the New York Stock Exchange under the symbol “FN”. Holders of Record As of August 6, 2021, there were 5 shareholders of record of our ordinary shares. Because many of our ordinary shares are held by brokers and other institutions on behalf of shareholders, we are unable to estimate the total number of shareholders represented by these record holders. Dividends We currently intend to retain any earnings for use in our business and do not currently intend to pay dividends on our ordinary shares. Dividends, if any, on our ordinary shares will be declared by and subject to the discretion of our board of directors. Even if our board of directors decides to distribute dividends, the form, frequency and amount of such dividends will depend upon our future operations and earnings, capital requirements and surplus, general financial conditions, contractual restrictions, applicable laws and regulations and other factors our board of directors may deem relevant. Securities Authorized for Issuance Under Equity Compensation Plans See Part III, Item 12 “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters” of this Annual Report on Form 10-K for more information regarding securities authorized for issuance. Sales of Unregistered Securities None. Purchases of Equity Securities by the Issuer and Affiliated Purchasers The following table summarizes share repurchase activity for the three months ended June 25, 2021: Period Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased As Part of Publicly Announced Program (1) Maximum Approximate Dollar Value of Shares That May Yet Be Purchased Under the Program (1) March 26, 2021 – April 23, 2021 — $ — — $ 91,689,325 April 24, 2021 – May 21, 2021 68,158 $ 81.17 5,532,264 $ 86,157,061 May 22, 2021 – June 25, 2021 54,425 $ 91.79 4,995,497 $ 81,161,564 Total 122,583 10,527,761 (1) On August 18, 2017, we announced that our board of directors had approved a share repurchase program to permit us to repurchase 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 pre-set trading plans 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. On November 4, 2020, we entered into a pre-set trading plan adopted in accordance with Rule 10b5-1 to effect repurchases under our share repurchase program. The repurchased shares will be held as treasury stock. Our share repurchase program does not have an expiration date. During the year ended June 25, 2021, 239,486 shares were repurchased under the program, at an average price per share (excluding other direct costs) of $78.66, for an 32 Table of Contents aggregate purchase price of $18.8 million. As of June 25, 2021, we had a remaining authorization to repurchase up to an additional $81.2 million worth of our ordinary shares. Equity Compensation Plan Information The equity compensation plan information required by this item, which includes a summary of the number of outstanding equity awards granted to employees and directors as well as the number of securities remaining available for future issuance under our equity compensation plans as of June 25, 2021, is incorporated by reference to our Proxy Statement for our 2021 Annual Meeting of Shareholders to be filed with the SEC within 120 days after the end of our fiscal year ended June 25, 2021. Five-Year Performance Graph The following performance graph shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of Fabrinet under the Securities Act of 1933, as amended, or the Exchange Act. The following graph compares the cumulative total return to holders of Fabrinet’s ordinary shares with the cumulative total return of the NASDAQ Composite Index, and the NASDAQ Telecommunications Index. The graph assumes that $100 was invested in Fabrinet’s ordinary shares and in each of the indices discussed above on June 24, 2016, and that all dividends were reinvested. Historic stock performance is not necessarily indicative of future stock price performance. 33 Table of Contents ITEM 6. [RESERVED]