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Risks Related to COVID-19
−Removed: The ongoing effects of the COVID-19 pandemic could disrupt our business or the business of our customers or suppliers, and as such, may adversely affect our financial condition.
+Added: The ongoing effects of the COVID-19 pandemic has and may continue to disrupt our business or the business of our customers or suppliers, and as such, may adversely affect our financial condition.
Our business, the businesses of our customers, and the businesses of our suppliers could be materially and adversely affected by the effects of the COVID-19 pandemic and the related governmental, business and community responses to it.
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In response to the COVID-19 pandemic, many state governments in the U.S.
−Removed: issued restrictive orders, including “shelter in place” or “stay at home” orders, that restricted its residents from leaving their homes or returning to work.
+Added: and abroad have issued restrictive orders, including “shelter in place” or “stay at home” orders, that have restricted their residents from leaving their homes or returning to work.
+Added: For example, Shanghai is currently on lockdown in response to China’s “zero covid” policy, and as a result, our Shanghai office is working fully remote.
+Added: Our Shanghai and Shenzhen offices have been alternating between full in-person staffing and remote staffing as local ordinances continue to change in response to new outbreaks.
+Added: Currently, our Shenzhen office is operating with in-office staffing.
At Pixelworks, our offices in Japan and North America are currently operating in office and remotely.
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Also, our ability to make in-person sales calls may be affected in areas with stay at home orders or other restrictions in place, which may, in turn, affect our revenues.
−Removed: The outbreak of COVID-19 may put additional pressures on our supply chain, including temporary or long-term disruption or delays.
+Added: The outbreak of COVID-19 has put additional pressures on our supply chain and may continue to do so in the future, including temporary or long-term disruption or delays.
If the impact of an outbreak continues for an extended period, it could adversely impact our supply chain and the growth of our revenues.
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Any of the foregoing would negatively affect our financial condition and results of operations.
−Removed: In each of 2020 and 2019, we executed restructuring plans to make the operation of the Company more efficient.
+Added: From time to time, we may have the need to execute restructuring plans to make the operation of the Company more efficient.
We may not be able to implement our restructuring programs as planned, and we may need to take additional measures to fulfill the objectives of our restructuring.
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The display manufacturing market is highly concentrated and we are, and will continue to be, dependent on a limited number of customers and distributors for a substantial portion of our revenue.
−Removed: Sales to our top distributor for the first nine months of 2021 represented 28% of revenue.
+Added: Sales to our top distributor for the first three months of 2022 represented 32% of revenue.
Sales to our top distributor for the years ended December 31, 2021 and 2020 represented 27% and 7% of revenue, respectively.
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The loss of any of our top distributors could negatively affect our results of operations.
−Removed: Additionally, revenue attributable to our top five end customers represented 78%, 58% and 77% of revenue for the nine months ended September 30, 2021 and the years ended December 31, 2020 and 2019, respectively.
−Removed: As of September 30, 2021 and December 31, 2020, we had two accounts that each represented 10% or more of accounts receivable.
+Added: Additionally, revenue attributable to our top five end customers represented 80%, 76% and 58% of revenue for the three months ended March 31, 2022 and the years ended December 31, 2021 and 2020, respectively.
+Added: As of March 31, 2022 we had four accounts that each represented 10% or more of accounts receivable.
+Added: As of December 31, 2021, we had three accounts that each represented 10% or more of accounts receivable.
All of the orders included in our backlog are cancelable.
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Any transactions, if consummated, may consume a material portion of our working capital or require the issuance of equity securities that may result in dilution to existing shareholders.
+Added: In addition, any proceeds received by our China subsidiary, Pixelworks Semiconductor (Shanghai) Technology Co., Ltd (“PWSH”), from the private placement of shares (including the transaction that closed in August of 2021) or in connection with the future potential listing of PWSH shares on the STAR Market in Shanghai, are subject to certain PRC laws and regulations that may make it difficult, if not impossible, to use such proceeds to fund those operations of Pixelworks that are not part of PWSH.
+Added: As a result, it is unlikely that funds raised or generated by PWSH will be readily distributable to Pixelworks.
If additional funds are required to support our working capital requirements, acquisitions or other purposes, we may seek to raise funds through debt and equity financing or from other sources.
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An ownership change is generally defined as a greater than 50% increase in equity ownership by 5% shareholders in any three-year period.
−Removed: In the event of certain changes in our shareholder base, we may at some time in the future experience an "ownership change" and the use of our federal net operating loss carryforwards may be limited.
+Added: In the event of certain changes in our shareholder base, we may at some time in the future experience an "ownership change" and the use of our federal net operating loss carryforwards
+Added: may be limited.
In addition, the Tax Cuts and Jobs Act (the "TCJA"), limits the deduction for net operating loss carryforwards to 80 percent of taxable income for losses arising in taxable years beginning after December 31, 2020.
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Sales outside the U.S.
−Removed: accounted for approximately 96%, 93% and 95% of revenue for the nine months ended September 30, 2021 and the years ended December 31, 2020 and 2019, respectively.
+Added: accounted for approximately 95%, 97% and 93% of revenue for the three months ended March 31, 2022 and the years ended December 31, 2021 and 2020, respectively.
We anticipate that sales outside the U.S.
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that are knowledgeable about our industry and products;
−Removed: • changes in the regulatory environment in China, Japan, Taiwan and Korea that may significantly impact purchases of our products by our customers or our customers’ sales of their own products;
+Added: • changes in the regulatory environment in China, Japan and Taiwan that may significantly impact purchases of our products by our customers or our customers’ sales of their own products;
• imposition of new tariffs, quotas, trade barriers and similar trade restrictions on our sales;
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• other unforeseen impacts as a result of the uncertainty resulting from a natural disaster.
−Removed: We face additional risks associated with our operations in China and our results of operations and financial position may
−Removed: be harmed by changes in China's political, economic or social conditions or changes in U.S.-China relations.
+Added: We face additional risks associated with our operations in China and our results of operations and financial position may be harmed by changes in China's political, economic or social conditions or changes in U.S.-China relations.
We have, and expect to continue to have, significant operations in China.
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and China is uncertain, and any changes in policy as a result may adversely affect our business.
−Removed: For example, if China were to take action against the United States in response to actual or perceived political or economic threats or changes in policy, such as the detainment of Americans traveling on business, our operations could be adversely affected.
−Removed: Additionally, our Chinese subsidiary is considered a foreign-invested enterprise and is subject to laws and regulations applicable to foreign investment in China and, in particular, laws applicable to foreign-invested enterprises.
+Added: For example, if China were to take action against the United States in response to actual or perceived political or economic threats or changes in policy, our operations could be adversely affected.
+Added: Additionally, our Chinese subsidiary, PWSH is considered a foreign-invested enterprise and is subject to laws and regulations applicable to foreign investment in China and, in particular, laws applicable to foreign-invested enterprises.
For example, China's government imposes control over the convertibility of RMB into foreign currencies, which can cause difficulties converting cash held in RMB to other currencies.
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Our international operations expose us to risks resulting from the fluctuations of foreign currencies.
−Removed: We are exposed to risks resulting from the fluctuations of foreign currencies, primarily those of Japan, Taiwan, Korea and China.
−Removed: Additionally, with the acquisition of ViXS, we are exposed to risks resulting from fluctuations in the Canadian dollar.
+Added: We are exposed to risks resulting from the fluctuations of foreign currencies, primarily those of Japan, Taiwan, China and Canada.
We sell our products to OEMs that incorporate our products into other products that they sell outside of the U.S.
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dollar will negatively impact our operating results by increasing our operating expenses as measured in U.S.
+Added: Our cash reserves (including those of our subsidiary in China) may be held in part in foreign currencies in amounts that could materially impact the value of those reserves if the U.S.
+Added: dollar strengthens or weakens against such currencies.
+Added: In such an event, the corresponding income or expense that is dictated by U.S.
+Added: GAAP accounting may impact our financial results.
We may engage in financial hedging techniques in the future as part of a strategy to address potential foreign currency exchange rate fluctuations.
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While we have policies and procedures to address compliance with such laws, we cannot assure you that all of our employees and agents will not take actions in violation of our policies and applicable law, for which we may be ultimately held responsible.
−Removed: Any violation of the FCPA or other applicable anti-bribery, anti-corruption laws, and anti-money laundering laws could result in whistleblower complaints, adverse media coverage, investigations, loss of export privileges, severe criminal or civil sanctions, or suspension or debarment from U.S.
+Added: Any violation of the FCPA or other applicable anti-bribery, anti-
+Added: corruption laws, and anti-money laundering laws could result in whistleblower complaints, adverse media coverage, investigations, loss of export privileges, severe criminal or civil sanctions, or suspension or debarment from U.S.
government contracts, all of which may have an adverse effect on our reputation, our business, results of operations and financial condition.
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Additionally, the adoption of new or revised accounting principles may require that we make significant changes to our systems, processes and controls.
−Removed: In February 2016, the FASB issued Accounting Standards Update No.
−Removed: 2016-02, Leases (Topic 842) ("ASU 2016-02").
−Removed: ASU 2016-02 requires a dual approach for lessee accounting under which a lessee would account for leases as finance leases or operating leases.
−Removed: ASU 2016-02 became effective for us on January 1, 2019.
−Removed: Upon adoption, we recognized additional operating lease liabilities of $6,847 based on the present value of the remaining minimum rental payments under current leasing standards for existing operating leases.
−Removed: We also recognized ROU assets of $6,224, which represents the operating lease liability adjusted for accrued rent and impairment of ROU assets.
If we are unable to maintain effective disclosure controls and internal controls over financial reporting, investors may lose confidence in the accuracy and completeness of our financial reports, and the market price of our common stock may be materially and adversely affected.
−Removed: In the second quarter of 2019, we identified a material weakness in our internal controls over financial reporting related to the review of aged liabilities for possible extinguishment due to the expiration of the statute of limitation, which was remediated as of December 31, 2019.
−Removed: As a result, investors may have lost confidence in the accuracy and completeness of our financial reports and effectiveness which may cause the price of our common stock to decline.
+Added: If we are unable to maintain effective disclosure controls and internal controls over financial reporting, investors may lose confidence in the accuracy and completeness of our financial reports.
+Added: For example, in the second quarter of 2019, we identified a material weakness in our internal controls over financial reporting related to the review of aged liabilities for possible extinguishment due to the expiration of the statute of limitation, which was remediated as of December 31, 2019.
Additionally, if any new internal control procedures which may be adopted or our existing internal control procedures are deemed inadequate, or if we identify additional material weaknesses in our disclosure controls or internal controls over financial reporting in the future, we will be unable to assert that our internal controls are effective.
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Failure by us or our contract manufacturers to comply with such legislation could result in customers refusing to purchase our products and could subject us to significant monetary penalties in connection with a violation, either of which would have a material adverse effect on our business, financial condition and results of operations.
+Added: Increasing attention on environmental, social and governance ("ESG") matters may have a negative impact on our business, impose additional costs on us, and expose us to additional risks.
+Added: Companies are facing increasing attention from investors, customers, partners, consumers and other stakeholders relating to ESG matters, including environmental stewardship, social responsibility, diversity and inclusion, racial justice and workplace conduct.
+Added: In addition, organizations that provide information to investors on corporate governance and related matters have developed ratings processes for evaluating companies on their approach to ESG matters.
+Added: Such ratings are used by some investors to inform their investment and voting decisions.
+Added: Unfavorable ESG ratings may lead to negative investor sentiment toward the Company, which could have a negative impact on our stock price and our access to and costs of capital.
+Added: We have established corporate social responsibility programs aligned with sound environmental, social and governance principles.
+Added: These programs reflect our current initiatives and are not guarantees that we will be able to achieve them.
+Added: Our ability to successfully execute these initiatives and accurately report our progress presents numerous operational, financial, legal, reputational and other risks, many of which are outside our control, and all of which could have a material negative impact on our business.
+Added: Additionally, the implementation of these initiatives imposes additional costs on us.
+Added: If our ESG initiatives fail to satisfy investors, customers, partners and our other stakeholders, our reputation, our ability to sell products and services to customers, our ability to attract or retain employees, and our attractiveness as an investment, business partner or acquirer could be negatively impacted.
+Added: Similarly, our failure or perceived failure to pursue or fulfill our goals, targets and objectives or to satisfy various reporting standards within the timelines we announce, or at all, could also have similar negative impacts and expose us to government enforcement actions and private litigation.
Company Risks Related to the Semiconductor Industry and Our Markets
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We compete with specialized and diversified electronics and semiconductor companies that offer display processors or scaling components including:
−Removed: Actions Microelectronics Co., Ltd., ARM Holdings PLC, Dolby Laboratories, Inc., Egis Technology Inc., Hisilicon Technologies Co., Ltd., i-Chips Technology Inc., Lattice Semiconductor Corporation, MediaTek Inc., Novatek Microelectronics Corp., NVIDIA Corporation, Qualcomm Incorporated, Realtek Semiconductor Corp., Renesas Electronics America Inc., Socionext Inc., Solomon Systech (International) Ltd., STMicroelectronics N.V., Sunplus Technology Co., Ltd., Synaptics Incorporated, Texas Instruments Incorporated, Unisoc Communications, Inc., and other companies.
+Added: Actions Microelectronics Co., Ltd., ARM Holdings PLC, Dolby Laboratories, Inc., EGiS Technologies, Inc.., HiSilicon Technologies Co., Ltd., i-Chips Technology Inc., Lattice Semiconductor Corporation, MediaTek Inc., Novatek Microelectronics Corp., NVIDIA Corporation, Qualcomm Incorporated, Realtek Semiconductor Corp., Socionext Inc., Solomon Systech (International) Ltd., STMicroelectronics N.V., Sunplus Technology Co., Ltd., Synaptics Incorporated, Texas Instruments Incorporated, Unisoc (Shanghai) Technologies Co., Ltd., and other companies.
Potential and current competitors may include diversified semiconductor manufacturers and the semiconductor divisions or affiliates of some of our customers, including:
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We rely on a combination of patent, copyright, trademark and trade secret laws, as well as nondisclosure agreements and other methods, to help protect our proprietary technologies.
−Removed: As of September 30, 2021, we held 334 patents and had 9 patent applications pending for protection of our significant technologies.
+Added: As of March 31, 2022, we held 334 patents and had 18 patent applications pending for protection of our significant technologies.
Competitors in both the U.S.
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In August 2021, we announced our strategic plan to transform our existing subsidiary, Pixelworks Semiconductor Technology (Shanghai) Co., Ltd (“PWSH”) into a profit center for our mobile, projector, and video delivery businesses to improve our access to capital, customers, and talent in China.
−Removed: As part of this strategic plan, we intend to qualify PWSH to file an application for an initial public offering on the Shanghai Stock Exchange’s Sci-Tech innovAtion boaRd, known as the STAR Market (the “Listing”) to further improve our access to capital markets and to fund growth.
+Added: As part of this strategic plan, we intend to qualify PWSH to file an application for an initial public offering on the Shanghai Stock Exchange’s Science Technology Innovation Board, known as the STAR Market (the “Listing”) to further improve our access to capital markets and to fund growth.
We may not be successful in the implementation of our strategic plan, and we may not be able to complete the Listing for a number of reasons, including those related to the risks we face associated with our operations in China as detailed separately above, many of which are outside our control.
−Removed: With respect to the Listing, PWSH must succeed in obtaining PRC governmental approvals required to permit the Listing, and one or more of those approvals may be denied, or significantly delayed, by the PRC regulators for reasons outside our control or unknown to us, or may be conditioned on requirements that we deem would result in an undue burden or material
−Removed: adverse impact on our business.
+Added: With respect to the Listing, PWSH must succeed in obtaining PRC governmental approvals required to permit the Listing, and one or more of those approvals may be denied, or significantly delayed, by the PRC regulators for reasons outside our control or unknown to us, or may be conditioned on requirements that we deem would result in an undue burden or material adverse impact on our business.
Similarly, the Listing application may be denied or delayed by the Shanghai Stock Exchange in its discretion.
−Removed: Further, the COVID‑19 outbreak, the tensions between the United States and China, or other geopolitical forces could negatively impact our currently planned projects and investments in the PRC, including the Listing.
+Added: Further, the COVID‑19 outbreak, the tensions between the United States and China, or other geopolitical forces, including war, could negatively impact our currently planned projects and investments in the PRC, including the Listing.
Additionally, pursuant to our Capital Increase Agreement, PWSH agreed to attempt to complete all requirements to qualify for a Listing such that the Listing is consummated prior to a certain date (for the private equity and strategic investors ("Investors"), June 30, 2024, and for the employee-owned entities (“ESOP”), December 31, 2024).
−Removed: If PWSH has not consummated the Listing before those dates, or if it seriously violates certain other restructuring actions required by the Capital Increase Agreement such that a Listing by such dates becomes impossible, the respective purchasers may elect to require that PWSH repurchase the purchaser’s respective equity interest for a price equal to the initial purchase price paid by the purchaser plus annual simple interest (for the Investors, at a rate of 3%;
−Removed: for the ESOP, at a rate of 5%).
+Added: If PWSH has not consummated the Listing before those dates, or if it seriously violates certain other restructuring actions required by the Capital Increase Agreement such that a Listing by such dates becomes impossible, the respective purchasers may elect to require that PWSH repurchase the purchaser’s respective equity interest for a price equal to the initial purchase price paid by the purchaser (plus for the ESOP only, annual simple interest at a rate of 5%).
As noted above, various elements in the Listing process are outside our control or may be subject to conditions that are unacceptable to us, and if we fail to obtain the Listing, the provisions of the Capital Increase Agreement would require a use of PWSH cash for purposes not otherwise planned for, which in turn would negatively impact our plans for growth and the cash position of PWSH.
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Our completion of the Listing may not have the anticipated effects of providing access to new capital markets or strengthening our market position and operations in the PRC.
−Removed: If the Listing is completed, PWSH will have broad discretion in the use of the proceeds from the initial sales of shares to investors, and it may not spend or invest those proceeds in a manner that results in our operating success or with which Pixelworks shareholders agree.
+Added: If the Listing is completed, PWSH will have broad discretion in the use of the proceeds from the initial sales of shares to PWSH investors, and it may not spend or invest those proceeds in a manner that results in our operating success or with which Pixelworks, Inc.
+Added: common shareholders agree.
Our failure to successfully leverage the completion of the Listing to enhance our access to new capital markets and expand our PRC business could result in a decrease in the price of our common stock, and we cannot assure you that the success of PWSH will have an associated positive effect on the price of our common stock.
−Removed: Completion of the Listing is currently planned to be completed in 2023, but there can be no assurances that the Listing will occur in that timeframe, if at all.
+Added: Completion of the Listing is currently planned for 2023, but there can be no assurances that the Listing will occur in that timeframe, if at all.
In the interim, PWSH may require additional funding from Pixelworks to augment its PRC operations, and we cannot give any assurance that such capital will be available from Pixelworks on terms acceptable to us.
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In the operation of PWSH’s business, there may be situations that arise whereby the directors and officers of PWSH, in the exercise of their fiduciary duties, take actions that may be contrary to the best interests of Pixelworks or its shareholders.
−Removed: Additionally, because PWSH will be managed by a separate board of directors and officers, our
−Removed: organizational structure will become more complex, which may in turn require substantial financial, operational, and management resources.
+Added: Additionally, because PWSH will be managed by a separate board of directors and officers, our organizational structure will become more complex, which may in turn require substantial financial, operational, and management resources.
In the future, PWSH may issue options, restricted shares, and other forms of share-based compensation to its directors, officers, and employees, which could dilute Pixelworks’ ownership in PWSH.
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If this financing is obtained through the issuance of equity securities, debt convertible into equity securities, options or warrants to acquire equity securities or similar instruments or securities, our existing shareholders will experience dilution in their ownership percentage upon the issuance, conversion or exercise of such securities and such dilution could be significant.
−Removed: For example, on December 7, 2020, we completed a private placement of 724,288 shares of common stock to a certain accredited investor at a purchase price of $2.071 per share.
−Removed: On December 15, 2020, we completed a private placement of 2,475,712 shares of common stock to a certain accredited investor at a purchase price of $2.071.
+Added: For example, in December 2020, we completed a private placement of 3,200,000 shares of common stock to certain accredited investors at a purchase price of $2.071 per share.
The issuance and sale of the shares in the private placement had a dilutive impact on our existing stockholders.
−Removed: Additionally, on December 14, 2020, we completed the sale of 4,900,000 shares of common stock in an underwritten registered offering.
−Removed: On December 16, 2020, an additional 735,000 shares were issued pursuant to the 30-day over-allotment option exercised by the underwriter.
−Removed: With the over-allotment shares, a total of 5,635,000 shares of common stock were sold in the offering at a price to the public of $2.45 per share.
+Added: Additionally, also in December 2020, we completed the sale of 4,900,000 shares of common stock in an underwritten registered offering and an additional 735,000 shares were issued pursuant to the 30-day over-allotment option exercised by the underwriter, at a price to the public of $2.45 per share.
Additionally, pursuant to our “at the market” equity offering program, we may sell shares of our common stock having aggregate sales proceeds of up to $25 million from time to time through Cowen and Company, LLC, as our agent.
−Removed: Through September 30, 2021, we sold an aggregate of 1,808,484 shares of our common stock under this at the market offering.
−Removed: The issuance and sale of additional shares of our common stock pursuant to our “at the market” equity offering program will have a dilutive impact on our existing stockholders.
+Added: Through March 31, 2022, we sold an aggregate of 1,808,484 shares of our common stock under this at the market offering.
+Added: The issuance and sale of additional shares of our common stock pursuant to our “at the market” equity offering program or otherwise will have a dilutive impact on our existing stockholders.
Additionally, any new equity securities issued by us could have rights, preferences or privileges senior to those of our common stock.
−Removed: Further, the issuance and sale of, or the perception that we may issue and sell, additional shares of common stock pursuant to our “at the market” equity offering program or an additional private placement could have the effect of depressing the market price of our common stock or increasing the volatility thereof.
+Added: Further, the issuance and sale of, or the perception that we may issue and sell, additional shares of common stock pursuant to our “at the market” equity offering program or an additional private placement or another offering could have the effect of depressing the market price of our common stock or increasing the volatility thereof.
Any issuance by us or sales of our securities by our security holders, including by any of our affiliates, or the perception that such issuances or sales could occur, could negatively impact the market price of our securities.
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In addition to the minimum $1.00 per share and 400 total shareholders requirements, the Nasdaq Global Market has other continued listing requirements, and we must meet all of the criteria under at least one of the following three standards:
−Removed: (i) a minimum of $50.0 million in total asset value and $50.0 million in revenues in the latest fiscal year or in two of the last three fiscal years, at least 1.1 million publicly held shares and at least $15 million in market value of publicly held shares;
−Removed: (ii) a minimum of $50.0 million in market value of listed securities, at least 1.1 million publicly held shares and at least $15.0 million in market value of publicly held shares;
−Removed: or (iii) a minimum of $10.0 million in shareholders' equity, at least 750,000 publicly held shares and at least $5 million in market value of publicly held shares.
−Removed: As of September 30, 2021, we were in compliance with these listing requirements.
−Removed: However, as recently as June 30, 2017, our total asset value was less than $50.0 million.
−Removed: In addition, as recently as during the first quarter of 2016, the aggregate market value of our listed securities was below $50.0 million.
+Added: (i) a minimum of $50.0 million in total asset value and $50.0 million in revenues in the latest fiscal year or in two of the last three fiscal years, at least 1.1 million publicly held shares and at least $15 million in market value of publicly held shares and at least four registered and active market makers (as such term is defined by the Nasdaq Marketplace Rules);
+Added: (ii) a minimum of $50.0 million in market value of listed securities, at least 1.1 million publicly held shares and at least $15.0 million in market value of publicly held shares and at least four registered and active market makers;
+Added: or (iii) a minimum of $10.0 million in shareholders' equity, at least 750,000 publicly held shares and at least $5 million in market value of publicly held shares and at least two registered and active market makers.
+Added: As of December 31, 2021, we were in compliance with these listing requirements.
Our stock price is volatile and we believe that we continue to remain susceptible to the market value of our listed securities and/or the market value of our publicly held securities falling below $50.0 million and $15.0 million, respectively.
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• a supermajority (67%) vote of shareholders is required to approve certain fundamental transactions.
−Removed: 3.1 Sixth Amended and Restated Articles of Incorporation of Pixelworks, Inc., as amended (incorporated by reference to Exhibit 3.1 to the Company's Quarterly Report on Form 10-Q filed on August 9, 2004) .
−Removed: 3.2 Third Amendment to Sixth Amended and Restated Articles of Incorporation of Pixelworks, Inc.
−Removed: (incorporated by reference to Exhibit 3.1 to the Company's Quarterly Report on Form 10-Q filed on August 11, 2008) .
+Added: 3.1 Sixth Amended and Restated Articles of Incorporation of Pixelworks, Inc., as amended (incorporated by reference to Exhibit 3.1 to the Company's Annual Report on Form 10-K filed on March 9, 2022).
3.2 Second Amended and Restated Bylaws of Pixelworks, Inc.
(incorporated by reference to Exhibit 3.3 to the Company's Annual Report on Form 10-K filed on March 10, 2010).
−Removed: 10.1* Form of Capital Increase Agreement (incorporated by reference to Exhibit 10.02 to the Company’s Quarterly Report on Form 10-Q filed on August 11, 2021).
−Removed: 10.02a Schedule identifying agreements substantially identical to the form of Agreement filed as Exhibit 10.02 hereto (incorporated by reference to Exhibit 10.02 to the Company’s Quarterly Report on Form 10-Q filed on August 11, 2021).
+Added: 10.1 Supplemental Agreement to Capital Increase Agreement dated as of March 24, 2022 between the Company and the other parties named therein (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on March 28, 2022).
+Added: 10.2 Side Letter to Capital Increase Agreement dated as of March 24, 2022 between the Company and the other parties named therein (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on March 28, 2022).
31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C.
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PIXELWORKS, INC.
−Removed: November 9, 2021 /s/ Elias N.
−Removed: Vice President and Chief Financial Officer,
+Added: May 10, 2022 /s/ Haley F.
+Added: Chief Financial Officer,
(Duly Authorized Officer and Principal Accounting and Principal Financial Officer)
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.