Item 5. Other Information
ITEM 5. OTHER INFORMATION
Departure of Certain Officers
On August 3, 2025, Radu Barsan, the Company’s Vice President, Technology, informed the Company of his intention to retire from employment with the Company on or about September 24, 2025.
Rule 10b5-1 Trading Plans
During the three months ended June 30, 2025, none of our directors or executive officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act or any “non-Rule 10b5-1 trading arrangement” as defined in Item 408(c) of Regulation S-K.
34
Table of Contents
ITEM 6. EXHIBITS
Incorporation by Reference
EXHIBIT
NUMBER
Exhibit Description
Form
File
Number
Exhibit/Other Reference
Filing
Date
Filed
Herewith
3.1
Amended and Restated Certificate of Incorporation
X
3.2
Amended and Restated Bylaws
X
10.1*
Power Integrations, Inc. Amended and Restated 2016 Incentive Award Plan
X
10.2*
Cash Compensation of Outside Directors
X
10.3*
Directors Equity Compensation Program
X
10.4 †
Amendment Number Fifteen to the Amended and Restated Wafer Supply Agreement between Power Integrations Ltd. d.b.a. Power Integrations International, Ltd. And Lapis Semiconductor Co., Ltd. (formerly OKI Semiconductor Co., Ltd.), effective as of June 23, 2025
X
10.5*
Employment Agreement, dated as of July 11, 2025, between Power Integrations, Inc. and Jennifer A. Lloyd, PhD
X
10.6*
Chief Executive Officer Benefits Agreement, dated as of July 21, 2025, between Power Integrations, Inc. and Jennifer A. Lloyd, PhD
X
10.7*
Transition Agreement, dated as of July 11, 2025, between Power Integrations, Inc. and Balu Balakrishnan
X
10.8*
Consulting Agreement, dated as of July 11, 2025, between Power Integrations, Inc. and Balu Balakrishnan
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
35
Table of Contents
Incorporation by Reference
EXHIBIT
NUMBER
Exhibit Description
Form
File
Number
Exhibit/Other Reference
Filing
Date
Filed
Herewith
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
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 is the type of information that Power Integrations, Inc. treats as private or confidential.
*
Indicates a management contract or compensatory plan or arrangement.
**
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.
36
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:
August 6, 2025
By:
/s/ S ANDEEP N AYYAR
Sandeep Nayyar
Chief Financial Officer
(Duly Authorized Officer, Principal Financial Officer and Principal Accounting Officer)
37