Item 2. Unregistered Sales of Equity Securities
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
As of December 31, 2021, we had $67.3 million available for future repurchases to be executed according to predefined price/volume guidelines. In January and February 2022, our board of directors authorized the use of an additional $100 million and $50 million, respectively, for the repurchase of our common stock with repurchases to be executed according to pre-defined price/volume guidelines.
In the three months ended March 31, 2022, we repurchased 1,584,340 of our shares for $134.7 million, leaving $82.7 million remaining on our repurchase authorization as of March 31, 2022. The program has no expiration date. In April 2022, our board of directors authorized the use of an additional $75 million for the repurchase of our common stock, with repurchases to be executed according to pre-defined price/volume guidelines.
Issuer Purchases of Equity Securities
The following table summarizes repurchases of our common stock during the first quarter of fiscal 2022:
Total Number of
Approximate
Dollar Value that
May Yet be
Shares Purchased
Repurchased
Total
Average
as Part of
Under the
Number of
Price Paid
Publicly Announced
Plans or Program
Period
Shares Purchased
Per Share
Plans or Programs
(In millions)
January 1, 2022 to January 31, 2022
820,459
$
82.09
820,459
$
100.0
February 1, 2022 to February 28, 2022
365,890
$
87.65
365,890
$
117.9
March 1, 2022 to March 31, 2022
397,991
$
88.62
397,991
$
82.7
Total
1,584,340
1,584,340
All of the shares repurchased were pursuant to our publicly announced repurchase program.
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ITEM 6. EXHIBITS
Incorporation by Reference
EXHIBIT
NUMBER
Exhibit Description
Form
File
Number
Exhibit/Other Reference
Filing
Date
Filed
Herewith
3.1
Restated Certificate of Incorporation
10-K
000-23441
3.1
2/29/2012
3.2
Amended and Restated Bylaws
8-K
000-23441
3.1
4/26/2013
4.2
Reference is made to Exhibits 3.1 to 3.2
10.1 †
Amendment Number Thirteen to the Amended and Restated Wafer Supply Agreement between Power Integrations, Ltd. d.b.a. Power Integrations International, Ltd. And Lapis Semiconductor Co., Ltd., effective as of February 17, 2022
X
31.1
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
X
31.2
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
X
32.1**
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
X
32.2**
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
X
101.INS
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.
X
101.SCH
Inline XBRL Taxonomy Extension Schema Document
X
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document
X
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document
X
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Table of Contents
Incorporation by Reference
EXHIBIT
NUMBER
Exhibit Description
Form
File
Number
Exhibit/Other Reference
Filing
Date
Filed
Herewith
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document
X
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document
X
104
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
All references in the table above to previously filed documents or descriptions are incorporating those documents and descriptions by reference thereto.
†
Portions of this exhibit have been omitted as being immaterial and the type of information that Power Integrations, Inc. treats as private or confidential .
**
The certifications attached as Exhibits 32.1 and 32.2 accompanying this Quarterly Report on Form 10-Q, are not deemed filed with the SEC, and are not to be incorporated by reference into any filing of Power Integrations, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Quarterly Report on Form 10-Q, irrespective of any general incorporation language contained in such filing.
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Table of Contents
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 thereunto duly authorized.
POWER INTEGRATIONS, INC.
Dated:
April 28, 2022
By:
/s/ S ANDEEP N AYYAR
Sandeep Nayyar
Chief Financial Officer
(Duly Authorized Officer, Principal Financial Officer and Principal Accounting Officer)
33
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.