9 unchanged sentences
Our management used the Committee of Sponsoring Organizations of the Treadway Commission’s Internal Control - Integrated Framework (2013), or the COSO framework, to evaluate the effectiveness of internal control over financial reporting.
−Removed: Management believes that the COSO framework is a suitable framework for its evaluation of financial reporting because it is free from bias, permits reasonably consistent qualitative and quantitative measurements of our internal control over financial reporting, is sufficiently complete so that those relevant factors that would alter a conclusion about the effectiveness of our internal control over financial reporting are not omitted and is relevant to an evaluation of internal control over financial reporting.
+Added: Management believes that the COSO framework is a suitable framework for its evaluation of financial
+Added: reporting because it is free from bias, permits reasonably consistent qualitative and quantitative measurements of our internal control over financial reporting, is sufficiently complete so that those relevant factors that would alter a conclusion about the effectiveness of our internal control over financial reporting are not omitted and is relevant to an evaluation of internal control over financial reporting.
Management has assessed the effectiveness of our internal control over financial reporting as of December 31, 2023, and has concluded that such internal control over financial reporting was effective.
Changes in internal control over financial reporting.
−Removed: In prior years, we identified a material weakness in our internal control over financial reporting as of December 31, 2021, relating to our controls around inventory, including unit level cost allocation and communication protocols between operations and accounting.
−Removed: We remediated this material weaknesses by formalizing systematic improvements over our internal controls in order to reconcile and identify unit pricing variances between each stage of the wafer manufacturing process, to ensure cost allocation amounts are appropriately reflected at both the unit and product family level, establishing multi-discipline controls and processes to enhance communications between operations and accounting, and hiring additional qualified
−Removed: personnel within our accounting and information technology functions to provide oversight of our financial reporting and inventory costing process.
−Removed: After implementing new internal controls and procedures, we concluded that we have remediated the previously identified material weakness as of December 31, 2021.
−Removed: Except with respect to the remediation actions described above, there have been no other changes in our internal control over financial reporting that occurred during the quarter ended December 31, 2022 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
+Added: There have been no changes in our internal control over financial reporting that occurred during the year ended December 31, 2023, that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Inherent limitation on the effectiveness of internal control.
4 unchanged sentences
Other Informatio n.
+Added: Trading Arrangements of Directors and Executive Officers.
+Added: None of our directors or executive officers adopted , modified, or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (as defined under Item 408(a) of Regulation S-K) during the quarter ended December 31, 2023.
+Added: Election of a Director.
+Added: On February 26, 2024, Douglas Mitchell was elected as a member of our board of directors.
+Added: Mitchell was appointed to serve on our Nominating and Corporate Governance Committee, effective immediately.
+Added: There is no arrangement or understanding between Mr.
+Added: Mitchell and any other person pursuant to which he was selected as a director.
+Added: Mitchell does not have any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
+Added: We will enter into our standard indemnification and standard non-disclosure agreement with Mr.
+Added: Mitchell will participate in our non-employee director compensation program.
+Added: In connection with Mr.
+Added: Mitchell’s election to our board of directors, Mr.
+Added: Mitchell will be granted an initial RSU award with a grant value of $250,000, which will vest 50% on each of the first and second anniversary from the date of grant.
+Added: Mitchell will also receive an annual cash retainer of $55,000 for his service on our board of directors.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
24 unchanged sentences
Amendment to Amended and Restated Certificate of Incorporation.
+Added: Amendment to Amended and Restated Certificate of Incorporation
Amended and Restated Bylaws.
68 unchanged sentences
Subcontract Agreement, dated as of October 3, 2022, by and between the registrant and QuickLogic Corporation.
−Removed: Non-employee Director Compensation
+Added: Non-employee Director Compensation Program, as Amended.
Offer Letter, dated December 30, 2020, by and between the registrant and Darin Billerbeck.
12 unchanged sentences
Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
+Added: Incentive Compensation Recoupment Policy
Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
15 unchanged sentences
Not provided.
−Removed: Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized, in Chandler, Arizona, on March 2, 2023.
+Added: Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized, in Chandler, Arizona, on February 29, 2024.
Everspin Technologies, Inc.
11 unchanged sentences
Chief Executive Officer and Director
−Removed: March 2, 2023
+Added: February 29, 2024
Sanjeev Aggarwal
2 unchanged sentences
Chief Financial Officer
−Removed: March 2, 2023
+Added: February 29, 2024
Anuj Aggarwal
1 unchanged sentence
Chairman of the Board
−Removed: March 2, 2023
+Added: February 29, 2024
/s/ Lawrence G.
−Removed: March 2, 2023
+Added: February 29, 2024
/s/ Geoff Ribar
−Removed: March 2, 2023
+Added: February 29, 2024
/s/ Tara Long
−Removed: March 2, 2023
+Added: February 29, 2024
/s/ Glen Hawk
−Removed: March 2, 2023
+Added: February 29, 2024
+Added: /s/ Douglas Mitchell
+Added: February 29, 2024
+Added: Douglas Mitchell
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.