What changed in this filing

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Item 1. Business

2023-02-01 compared with 2022-02-02 · 89 added, 65 removed, 330 unchanged (32% of the section changed)

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In this Form 10-K, unless the context otherwise requires, the “Company,” “we,” “us” and “our” refer to MaxLinear, Inc.

and its wholly owned subsidiaries.

and its directly and indirectly wholly-owned subsidiaries.

Our website address is www.maxlinear.com.

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Our highly integrated semiconductor devices and platform-level solutions are primarily manufactured using low-cost CMOS process technology.

CMOS processes are ideally suited for large digital logic implementations targeting high-volume and low-cost consumer applications.

CMOS processes are ideally suited for large digital logic implementations targeting high-volume

and low-cost consumer applications.

Importantly, our ability to design analog and mixed-signal circuits in CMOS allows us to efficiently combine analog functionality and complex digital signal processing logic in the same integrated circuit.

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Currently, while server connections are transitioning from 10Gbps to 25Gbps or 100Gbps links, router and switch connections are moving from 100Gbps to 400Gbps speed interconnections.

The physical limits and challenges of removing the heat dissipated by these optical transceivers and switches are the primary barriers to even higher interconnect speeds.

The physical limits and challenges of removing the heat dissipated by these optical transceivers and switches are the primary barriers to even higher interconnect

For all these reasons, improving the bandwidth and power efficiency of data center networking technology within and between data centers remains a critical challenge for the evolution of next-generation data centers.

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These complex radio transceivers can also be configured in large antenna arrays to direct wireless signals more efficiently to specific users, also known as Massive Multiple-Input Multiple Output beamforming, or MMIMO.

Beamforming vastly improves coverage (range), maximizes data rates (bandwidth), and creates

spectral efficiency (data rate per unit spectrum).

Beamforming vastly improves coverage (range), maximizes data rates (bandwidth), and creates spectral efficiency (data rate per unit spectrum).

Densification, or increasing the number of wireless base-stations per unit area, also improves network capacity and coverage.

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Implementing 5G access and transport functionality within base-stations requires radio transceivers that can process larger radio spectrum bandwidths;

have expanded radio frequency range;

have expanded RF range;

compensate for signal distortion from high-power amplifiers;

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We believe our interface product portfolio, which consists of serial interface, universal serial bus, or USB, universal asynchronous receiver transmitter, or UARTS, peripheral interconnect express, or PCIe, devices, data converters and power management integrated chips, or PMICs, addresses a broad and growing servable market across communications, industrial and multiple other end markets.

The development of broadband, low power, integrated communication systems-on-chip solutions is at the heart of competitiveness across a range of different businesses spanning broadband wireline access, mobile data services, hyperscale cloud data centers, and cloud computation and storage markets.

Additionally, the proliferation of increasingly complex high frequency, high bandwidth and low-power applications has led to a rapid increase in the demand for systems that require multiple radio frequency, mixed-signal, and high-performance analog and digital signal processing transceiver SoCs.

The development of broadband, low power, integrated communication SoC solutions is at the heart of competitiveness across a range of different businesses spanning broadband wireline access, mobile data services, hyperscale cloud data centers, and cloud computation and storage markets.

Additionally, the proliferation of increasingly complex high frequency, high bandwidth and low-power applications has led to a rapid increase in the demand for systems that require multiple RF, mixed-signal, and high-performance analog and digital signal processing transceiver SoCs.

Challenges Faced by Providers of Systems and RF Transceivers and Optical Interconnects

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These transceiver systems must isolate the desired signals from the undesired signals that are invariably present in their wide operating frequency range.

The undesired

signals not only include the noise generated by the natural environment, but also interference produced by home appliances, enterprise communications equipment, and other wireless networking systems.

The undesired signals not only include the noise generated by the natural environment, but also interference produced by home appliances, enterprise communications equipment, and other wireless networking systems.

For example, in 5G mobile infrastructure applications, a radio transceiver receiving a channel at 1710MHz must cope with reflections in the environment as well as interference from a neighboring channel at 1660MHz picked up by the receiving antenna.

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Analog and digital signal processing is employed to improve SNR in the received and transmitted signals.

Beamforming and MIMO of radio signals also significantly improves signal-to-noise ratio, but requires sophisticated RF, analog and digital signal co-processing, and software expertise.

Beamforming and MIMO of radio signals also significantly improves SNR ratio, but requires sophisticated RF, analog and digital signal co-processing, and software expertise.

Broadband reception and beamforming of RF signals in mobile environments are extremely difficult to implement due to the stringent size, cost, and power consumption constraints.

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In 5G wireless infrastructure, space on the base-station radio towers where the radios and modems are mounted, is highly constrained and is a significant portion of operating costs.

The deployment of massive MIMO and antenna arrays, and cell densification for 5G wireless coverage and capacity, greatly increase the number of radio transceivers required in each base station radio tower and the number of base stations in a cell.

The deployment of MMIMO and antenna arrays, and cell densification for 5G wireless coverage and capacity, greatly increase the number of radio transceivers required in each base station radio tower and the number of base stations in a cell.

As a result, there is a growing trend and an increasing need for highly complex integrated SoCs with greater numbers of transceivers per SoC.

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Optical transceivers are required to conform to multi-source agreement, or MSA, standardized form factors, which in turn determine the number of transceiver ports that can fit in the face plates of standard server, storage, and switch rack units.

Standardization of transceiver form factors and rack unit face plates allows data center operators to upgrade network speeds of existing installations by simply replacing older optical transceivers and switches with newer faster ones, rather than having to overhaul installed fiber infrastructure and floorplan.

rather than having to overhaul installed fiber infrastructure and floorplan.

The dimensions of the standard face plate impose a severe constraint on the amount of heat that can be practically removed from a rack unit.

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Our RF, Mixed-Signal and Digital SoC Platform Solutions

We are a provider of communications systems-on-chip solutions for the connected home, mobile and wireline infrastructure, data centers, and industrial and multi-market applications.

We are a provider of communications SoC solutions for the connected home, mobile and wireline infrastructure, data centers, and industrial and multi-market applications.

Our products exemplify our core integrated circuit design and communications systems engineering capabilities:

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• Embedded systems and software architecture:

Our products contain complex integrated CPU subsystems.

Our products contain complex integrated computer processing unit subsystems.

These subsystems typically include multiple low-power microprocessor cores, packet processor, bus and peripherals, memory controllers, and interrupt processing.

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• Low-power design methodology:

The superior energy efficiency of our products reflects our years of cumulative experience and R&D investment in system architecture, semiconductor device modeling, and integrated circuit design expertise.

The superior energy efficiency of our products reflects our years of cumulative experience and research and development, or R&D, investment in system architecture, semiconductor device modeling, and integrated circuit design expertise.

At extremely high data rates, when electrical signals transit on and off the chip, there is a severe penalty in speed and power consumption.

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Our solutions disproportionately impact our end-customer’s product power dissipation, such as in cable modems, cable FDX fiber nodes, 400Gbps optical transceiver modules, and large 5G antenna radio transceiver arrays.

Low power dissipation not only simplifies costly thermal design, but also eliminates the need for bulky fans and other cooling aids.

dissipation not only simplifies costly thermal design, but also eliminates the need for bulky fans and other cooling aids.

This in turn improves end customer product reliability, increases the density of product features that can be supported in a compact footprint, and reduces overall system cost.

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We believe that our ability to attract the best engineers is a critical component of our future growth and success in our chosen markets.

We sell our products, directly and indirectly, to original equipment manufacturers, or OEMs, module makers and original design manufacturers, or ODMs, and we refer to these as our end customers.

We sell our products, directly and indirectly, to OEMs, module makers and ODMs, and we refer to these as our end customers.

By providing a highly integrated reference design solution that our customers can incorporate in their products with minimal modifications, we enable our customers to design cost-effective high-performance SoC-based solutions rapidly.

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A significant portion of our net revenue has historically been generated by a limited number of customers.

In the years ended December 31, 2021, 2020 and 2019, ten customers accounted for approximately 69%, 68% and 63% of our net revenue,

respectively.

In the years ended December 31, 2021 and 2020, two of our direct customers represented 26% and 28% of our net revenue, respectively.

In the year ended December 31, 2019, one of our direct customers represented 14% of our net revenue.

In the years ended December 31, 2022, 2021 and 2020, ten customers accounted for approximately 65%, 69% and 68% of our net revenue, respectively.

In the years ended December 31, 2022, 2021 and 2020, two of our direct customers represented 31%, 26% and 28%, respectively, of our net revenue.

Products shipped to Asia accounted for 82%, 83% and 82% of our net revenue in the years ended December 31, 2022, 2021 and 2020, respectively.

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Raw materials used by third party foundries, assembly and test contractors and turnkey product vendors include silicon wafers, as well as lead frames or substrate materials, gold or copper wires, and molding compounds used in assembly/packaging and test of our products.

We work closely with our vendors in providing a supplier forecast 6-12 months in advance to ensure they have an adequate supply of raw materials to cover our forecast.

We work closely with our vendors in providing a supplier forecast six to twelve months in advance to ensure they have an adequate supply of raw materials to cover our forecast.

Manufacturing

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We depend on independent silicon foundry manufacturers to support our wafer fabrication requirements.

Our key foundry partners include Global Foundries Inc.

in Singapore, Semiconductor Manufacturing International Corporation or SMIC in China, Taiwan Semiconductor Manufacturing Corporation or TSMC in Taiwan, and United Microelectronics Corporation or UMC in Taiwan and Singapore.

We generally do not depend

on a single source for the supply of our materials.

Our key foundry partners include GlobalFoundries, Inc., or GF, in Singapore,

Semiconductor Manufacturing International Corporation, or SMIC, in China, Taiwan Semiconductor Manufacturing Corporation, or TSMC, in Taiwan, and United Microelectronics Corporation, or UMC, in Taiwan and Singapore.

We generally do not depend on a single source for the supply of our materials.

Additionally, certain of the acquired products of the Wi-Fi and Broadband assets business are supplied to us under the terms of a supply agreement with Intel.

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As we continue to expand our presence around the world, we are mindful of our responsibility to maintain a socially responsible supply chain, reduce our carbon footprint, and give back to our local communities.

Our board of directors and Nominating and Corporate Governance Committee oversees our environmental, social and governance directives.

Socially responsible supply chain.

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Further, we seek to remove any suppliers that continue to fail to meet our supplier and conflict minerals policies after being provided the opportunity to remedy non-compliance via implementation of a corrective action plan.

We also conduct recurring internal trainings for all employees and certain select contractors on export compliance, anti-corruption and anti-slavery, and insider trading.

Reduce our carbon footprint .

We aim to reduce the environmental impact of our products.

We provide products to our customers that use approved environmentally-friendly materials, prevent pollution by minimizing waste and promoting recycling of reusable materials, and provide customer satisfaction through compliance with global environmental regulations as they relate to our products and operations.

MaxLinear takes our common stewardship of the environment seriously.

Among other things, we monitor our global environmental footprint, both directly and indirectly including measuring and reporting our greenhouse gas emissions and energy usage, and taking steps to reduce such usage;

transitioning away from one-time use to sustainable reusable office products;

and in our development efforts, our engineers are consistently focused on improving the power efficiency and thermal performance of our chips, minimizing waste, promoting recycling of reusable materials, and providing customer satisfaction through compliance with global environmental regulations as they relate to our products and operations.

As a fabless semiconductor design company, we do not manufacture our products and, with respect to the activities we conduct directly, we believe we leave a limited environmental footprint.

With respect to our indirect environmental impact, we monitor the practices of our foundry partners and believe that each of them has made a public commitment to integrate sustainability and sensitivity to environmental impact into their manufacturing processes.

For example, we believe that three of our largest manufacturing partners, Taiwan Semiconductor Manufacturing Corporation, Intel Corporation, and United Microelectronics Corporation, each maintain well-developed environmental management and sustainability programs that are publicly avowed and supported by the highest levels of management within those organizations.

We also participate in recycling of integrated circuits and boards.

Additionally, our products are compliant with the Restriction of Hazardous Substances, or RoHS, and Registration, Evaluation, Authorization and Restriction of Chemicals, or REACH, standards in the European Union, or EU.

Contributing to community.

We encourage our employees to contribute to local communities.

In 2021, the Company’s U.S.

employees organized a fund-raising campaign to stop the cycle of child abuse and help at-risk youth in the community.

In March 2022, MaxLinear launched a relief effort contribution matching program which matches 100% of employee contributions to three organizations providing humanitarian relief to refugees of the conflict in Ukraine:

Doctors without Borders, World Kitchen and Save the Children.

Our efforts collectively raised approximately $60 thousand in donations to the relief organizations.

In December 2022, our employees also participated in a donation, toys and goods drive to stop the cycle of child abuse and help at-risk youth

in the community.

Together with a matching corporate contribution from the Company, the campaign raised in excess of $40 thousand, benefiting Olive Crest, a U.S.

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We believe that our future success depends on our ability to both improve our existing products and to develop new products for both existing and new markets.

We direct our research and development efforts largely to the development of new high-performance, mixed-signal RF transceivers and SOCs for the connected home, wired and wireless infrastructure, and industrial and multi-market applications.

We direct our R&D efforts largely to the development of new high-performance, mixed-signal RF transceivers and SOCs for the connected home, wired and wireless infrastructure, and industrial and multi-market applications.

We target applications that require stringent overall system performance and low power consumption.

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We have assembled a team of highly skilled semiconductor and embedded software design engineers with expertise in broadband RF, mixed-signal and high-performance analog integrated circuit design, digital signal processing, communications systems and SoC design.

As of December 31, 2021, we had approximately 1,125 employees in our research and development group.

As of December 31, 2022, we had approximately 1,368 employees in our R&D group.

Our engineering design teams are located in Carlsbad, Irvine, and San Jose in California;

Massachusetts;

Boston, Massachusetts;

Shanghai, and Shenzhen in China;

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Bangalore and Chennai in India;

and Austria, Germany, Israel, Spain, and Canada.

and Austria, Canada, Germany, Israel, and Spain.

We compete with both established and development-stage semiconductor companies that design, manufacture and market analog and mixed-signal broadband RF receivers, optical interconnects, high-performance interface, data and video compression and encryption, and power management products.

Our competitors include companies with much longer operating

histories, greater name recognition, access to larger customer bases and substantially greater financial, technical and operational resources, as well as smaller companies specializing in narrow markets, to internal or vertically integrated engineering groups within certain of our customers.

Our competitors include companies with much longer operating histories, greater name recognition, access to larger customer bases and substantially greater financial, technical and operational resources, as well as smaller companies specializing in narrow markets, to internal or vertically integrated engineering groups within certain of our customers.

In addition, our industry is experiencing substantial consolidation.

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We consider our primary competitors to be companies with a proven track record of supporting market leaders and the technical capability to develop and bring to market competing broadband RF receiver and RF receiver SoC, modem, and optical interconnect products.

Our primary merchant semiconductor competitors include Silicon Laboratories, Inc., NXP Semiconductors N.V., MediaTek, Inc., Broadcom Ltd, Rafael Microelectronics, Inc., Marvell Technology Group Ltd., M/A-COM Technology Solutions Holdings, Inc., Semtech Corporation, Qorvo Inc., Texas Instruments Incorporated, HiSilicon Technologies Co., Ltd., Analog Devices, Inc., Renesas Electronics Corporation, Monolithic Power Systems, Inc., Microchip Technology, Inc., Ambarella, Inc., and Infineon Technologies AG.

Our primary merchant semiconductor competitors include Broadcom, Inc., Qualcomm Incorporated, Realtek Semiconductor Corp., Nokia Corp., Skyworks Solutions, Inc., Xilinx, Inc., Altera Corporation, Credo Semiconductor Inc., MediaTek, Inc., Marvell Technology Group Ltd., MACOM Technology Solutions Holdings, Inc., Texas Instruments Incorporated, Analog Devices, Inc., Renesas Electronics Corporation, and Microchip Technology Inc.

Because our products often are building block semiconductors which provide functions that in some cases can be integrated into more complex integrated circuits, we also face competition from manufacturers of integrated circuits, some of which may be existing customers or platform partners that develop their own integrated circuit products.

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Intellectual Property Rights

Our success and ability to compete depend, in part, upon our ability to establish and adequately protect our proprietary technology and confidential information.

Our success and ability to compete depends, in part, upon our ability to establish and adequately protect our proprietary technology and confidential information.

To protect our technology and confidential information, we rely on a combination of intellectual property rights, including patents, trade secrets, copyrights and trademarks.

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Protecting mask works, or the “topography” or semiconductor material designs, of our integrated circuit products is of particular importance to our business and we seek to prevent or limit the ability of others to copy, reproduce or distribute our mask works.

We have 1,748 issued patents and 104 patent applications pending in the United States.

We also have 360 issued foreign patents and 83 other pending foreign patent applications, based on our issued patents and pending patent applications in the United States.

We are the owner of approximately 12 trademarks that have been registered in the United States.

We own foreign counterparts (including approximately 43 foreign registrations) of certain of these registered trademarks in Canada, Chile, China, the EU, Germany, Great Britain, India, Israel, Japan, Korea, Singapore, and Taiwan.

We also claim common law rights in certain other trademarks that are not registered.

We have over one thousand issued patents and numerous patent applications pending in the United States.

We also have issued foreign patents and pending foreign patent applications.

We file U.S and foreign patent applications to protect our intellectual property.

Patents generally have a duration of twenty years from filing.

While the remaining duration on the individual patents in our patent portfolio varies, we believe that the duration of our issued patents is adequate relative to the expected lives of our products.

We own numerous trademarks related to our current products that have been registered in the United States and 2 pending U.S.

trademark registrations.

We own foreign counterparts of certain of these registered trademarks in Brazil, Canada, Chile, China, the EU, Germany, Great Britain, Hong Kong, India, Israel, Japan, Korea, Malaysia, Singapore, Taiwan, and Thailand.

We also claim common law rights in certain other trademarks that are not registered.Trademark rights may continue for a limited duration or in perpetuity, provided certain requirements are met.

We may not gain any competitive advantages from our patents and other intellectual property rights.

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The scope of the claims submitted or granted may or may not be sufficiently broad to protect our proprietary technologies.

Moreover, we have adopted a strategy of seeking limited patent protection with respect to the technologies used in or relating to our products.

We are a party to a number of license agreements for various technologies, such as a license agreement with Intel Corporation relating to demodulator technologies that are licensed specifically for use in our products for cable gateways.

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We may be required to initiate litigation in order to enforce any patents issued to us, or to determine the scope or validity of a third-party’s patent or other proprietary rights.

We may in the future be contacted by third parties suggesting that we seek a license to intellectual property rights that they may believe we are infringing.

We may in the future be contacted by third parties suggesting that we seek a license to intellectual property rights that they may believe we are

In addition, in the future, we may be subject to lawsuits by third parties seeking to enforce their own intellectual property rights, as described in “Risk Factors — Risks Related to Intellectual Property — We have settled in the past intellectual property litigation and may face additional claims of intellectual property infringement.

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laws relating to export controls and economic sanctions;

and the rules of industrial standards bodies such as the International Standards Organization and governmental agencies such as the Federal Trade Commission.

securities laws;

rules of industry standards bodies such as The International Organization for Standardization;

and, rules or regulations promulgated by governmental agencies such as the Federal Trade Commission, among others.

We believe that our properties and operations comply in all material respects with applicable laws protecting the environment and worker health and safety.

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While we believe we are in material compliance with applicable law concerning the safeguarding of these materials and with respect to other matters relating to health, safety, and the environment, the risk of liability relating to hazardous conditions or materials cannot be eliminated completely.

To date, we have not incurred significant

expenditures relating to environmental compliance at our facilities nor have we experienced any material issues relating to employee health and safety.

To date, we have not incurred significant expenditures relating to environmental compliance at our facilities nor have we experienced any material issues relating to employee health and safety.

We cannot provide assurances, however, that issues will not arise in the future or that applicable law will not require us to incur significant compliance expenditures.

In addition to environmental laws, our business is subject to various rules and regulations and executive orders relating to export controls and trade sanctions.

Certain of our products are subject to the Export Administration Regulations (EAR), which are administered by the United States Department of Commerce’s Bureau of Industry and Security (BIS), and we are periodically required to obtain an export license before we can export certain controlled products or technology to specified countries or customers.

Our business is also subject to various rules and regulations and other orders relating to export controls and trade sanctions.

Certain of our products and technology are subject to the Export Administration Regulations, or EAR, which are administered by the United States Department of Commerce’s Bureau of Industry and Security, or BIS, and we may be required to obtain an export license before we can export certain controlled products or technology to specified countries or customers.

In addition, the EAR imposes broad controls on entities listed on sanctioned persons lists, including the BIS “Denied Persons” list and BIS Entity List.

If one of our customers is listed on the BIS Entity List, BIS List of Denied Persons, or other U.S.

government sanctioned persons list, then subject to certain limited exceptions, we will, as a general rule, be precluded from doing business with that customer.

We cannot guarantee that export control restrictions or imposition of sanctions imposed in the future will not prevent, or materially limit, our ability to conduct business certain customers or in certain countries.

Any failure to comply with these laws could result in governmental enforcement actions, including substantial monetary penalties and denial of export privileges.

Employees and Human Capital

Our future success depends on our ability to retain, attract and motivate qualified personnel, especially our design and technical personnel, but also our senior management and support personnel.

If one of our customers, suppliers, or third party with whom we do business is listed on the Entity List, BIS List of Denied Persons, or other U.S.

government list of restricted persons, then we will, as a general rule, be precluded from doing business with that entity unless one of a limited number of exceptions apply.

In October 2022, the BIS issued an interim final rule to implement additional export controls which implemented additional export controls on advanced computing integrated circuits and certain related products.

The primary impact of these rules is that we may be required to obtain a license to do business with certain customers, semiconductor foundries and outsource assembly and testing, or OSAT, facilities in China.

The BIS rule also expanded the scope of foreign-produced items subject to license requirements when intended for certain entities located in China.

BIS also added new entities in China to the EAR’s Unverified List.

We have assessed the impact of the interim final rule and addition of new entities to the Entity List and the Unverified List, and we believe they do not have a material impact on our business, financial condition and results of operations.

We may experience a loss of revenues or supply while we are obtaining licenses needed to do business with certain customers, suppliers, and any other business partners who are added to the Entity List, and failure to obtain any required license could result in a reduction of anticipated revenues or supply until an alternate source of supply can be obtained.

We cannot guarantee that additional export control restrictions or any sanctions imposed in the future will not restrict, prevent, or materially limit, our ability to conduct business with certain customers, suppliers, business partners or in certain countries.

Although we have policies, controls, and procedures designed to maintain ongoing compliance with applicable laws, there can be no assurance that our employees, contractors, suppliers, or agents will not violate such laws or policies.

Any such violations of trade laws, restrictions, or regulations can result in fines;

criminal sanctions against us or our officers, directors, or employees;

prohibitions on the conduct of our business;

and damage to our reputation.

We may be required to incur significant expense to comply with, or to remedy violations of, these regulations and laws.

In addition, if our customers fail to comply with these regulations and laws, we may be required to suspend sales to these customers, which could damage our reputation and negatively impact our results of operations.

The technology industry is subject to intense media, political, and regulatory scrutiny, which can increase our exposure to government investigations, legal actions, and penalties.

Human Capital

Our future success depends on our ability to retain, attract and motivate qualified personnel, and achieving those objectives requires us to maintain a work environment and culture that values diversity.

As the source of our technological and product innovations, our design and technical personnel represent a significant asset.

We emphasize our core values of Excellence, People, Integrity, and Compassion (EPIC) in our hiring and human resources practices as well as our customer service.

We have a diverse workforce that represents many cultures and we celebrate our diversity by fostering inclusion across our multi-national organization.

We operate across eighteen countries and are sensitive to the many cultures and backgrounds constituting our employee base.

We acknowledge that we, along with the semiconductor and technology industry as a whole, can do more to advance gender and racial equality by increasing representation of underrepresented minorities as well as females in leadership and technical positions including engineering and other roles.

As of December 31, 2021, we had approximately 1,503 employees, including 1,125 in research and development, 216 in sales and marketing, 43 in operations and semiconductor technology and 119 in administration.

As of December 31, 2022, we had 1,844 full-time employees, including 1,368 in R&D, 296 in sales and marketing, 45 in operations and semiconductor technology and 135 in administration.

We have employees across 18 countries:

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We utilize multiple online search tools, specialized recruiting firms, employee referral programs and university hires to ensure a varied outreach approach for candidates.

We aim to reduce the gender pay gap that is pervasive in our industry.

We aim to increase our hiring and retention of female talent including direct hires or interns from universities.

We offer this via a combination of competitive base salary, time-based equity incentives and bonus plans linked to financial performance that are designed to motivate and reward personnel with annual grants of stock-based and cash-based incentive compensation awards to our employees, some of which vest over a period of four years, plus other benefits, in order to increase stockholder value and the success of our company by motivating such individuals to perform to the best of their abilities and achieve both our short and long-term objectives.

We offer competitive benefits tailored to local markets and laws and designed to support employee health, welfare and retirement;

examples of such benefits may include paid time off;

examples of such benefits may include flexible Fridays which allow employees to work from home;

paid time off;

401(k), pension or other retirement plans;

employee leave to support well-being of employees and their dependents;

employee stock purchase plan;

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In that regard, our executive compensation programs have tended to place a relatively heavier weighting on equity compensation than our peers and include a performance-based metric to executives’ equity incentives in addition to other forms of compensation offered to all employees.

For more details regarding our executive compensation, refer to information incorporated by reference from the information set forth under the captions “Executive Compensation” and “Compensation Discussion and Analysis” in either an amendment to this Annual Report on Form 10-K or our 2022 Proxy Statement.

In 2021, our ongoing focus on workplace safety and compliance to applicable regulations has enabled us to preserve business continuity while ensuring a safe work environment during the COVID-19 pandemic, requiring masks plus vaccinations or weekly testing for those that have returned to in-person work in our offices, adhering to local health authority guidelines or work-from-home arrangements for the rest of our workforce.

In 2022, our ongoing focus on workplace safety and compliance to applicable regulations has enabled us to preserve business continuity while ensuring a safe work environment during the COVID-19 pandemic, adhering to local health authority guidelines or work-from-home arrangements for the rest of our workforce.

We also comply with applicable laws and regulations regarding workplace safety and are subject to audits by entities such as the Occupational Safety and Health Administration, or OSHA, in the United States.

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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.

What changed 10-K

Item 1. Business