What changed in this filing

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Item 1. Financial Statements

2025-08-05 compared with 2025-05-13 · 121 added, 64 removed, 350 unchanged (35% of the section changed)

31 unchanged sentences

250,000 shares authorized;

32,473 and 32,458 shares issued and outstanding at April 5, 2025 and December 28, 2024, respectively

32,815 and 32,458 shares issued and outstanding at July 5, 2025 and December 28, 2024, respectively

Additional paid-in capital 111,562 78,227

7 unchanged sentences

(In thousands, except per share data)

Three Months Ended

2025 March 30,

Three Months Ended Six Months Ended

2025 June 29,

Revenues $ 192,845 $ 145,367 $ 370,559 $ 251,742

10 unchanged sentences

Loss before income taxes ( 19,285 ) ( 45,494 ) ( 47,856 ) ( 102,405 )

Provision (benefit) for income taxes 1,899 ( 385 )

Provision for income taxes 2,532 36,663 4,431 36,278

Net loss $ ( 21,817 ) $ ( 82,157 ) $ ( 52,287 ) $ ( 138,683 )

9 unchanged sentences

(In thousands)

Three Months Ended

2025 March 30,

Three Months Ended Six Months Ended

2025 June 29,

Net loss $ ( 21,817 ) $ ( 82,157 ) $ ( 52,287 ) $ ( 138,683 )

Other comprehensive income, before tax:

Other comprehensive income (loss), before tax:

Net changes to available-for-sale securities:

Unrealized gains arising during the period 345 624

Unrealized gains (losses) arising during the period ( 295 ) 247 49 871

Reclassification for losses (gains) included in net loss ( 5 ) 26 ( 25 ) 41

2 unchanged sentences

Reclassification for gains included in net loss ( 279 ) — ( 279 ) ( 234 )

Other comprehensive income, before tax 325 679

Provision for income taxes related to items of other comprehensive income 68 131

Other comprehensive income 257 548

Other comprehensive income (loss), before tax ( 310 ) 273 14 953

Provision (benefit) for income taxes related to items of other comprehensive income (loss) ( 64 ) 50 3 182

Other comprehensive income (loss) ( 246 ) 223 11 771

Comprehensive loss $ ( 22,063 ) $ ( 81,934 ) $ ( 52,276 ) $ ( 137,912 )

3 unchanged sentences

(In thousands)

Three Months Ended April 5, 2025 Shares Common

Three Months Ended July 5, 2025 Shares Common

Stock Additional

4 unchanged sentences

Stockholders’

Balance as of April 5, 2025 32,473 $ 3 $ 96,838 $ 971,251 $ 327 $ 1,068,419

Net loss — — — ( 21,817 ) — ( 21,817 )

Other comprehensive loss — — — — ( 246 ) ( 246 )

Stock issuances, net of shares withheld for taxes 342 — ( 5,175 ) — — ( 5,175 )

Stock-based compensation — — 19,899 — — 19,899

Balance as of July 5, 2025 32,815 $ 3 $ 111,562 $ 949,434 $ 81 $ 1,061,080

Three Months Ended June 29, 2024 Shares Common

Stock Additional

Capital Retained

Earnings Accumulated Other

Comprehensive

Income (Loss) Total

Stockholders’

Balance as of March 30, 2024 31,924 $ 3 $ 29,830 $ 1,136,205 $ ( 477 ) $ 1,165,561

Net loss — — — ( 82,157 ) — ( 82,157 )

Other comprehensive income — — — — 223 223

Stock issuances, net of shares withheld for taxes 365 — ( 6,397 ) — — ( 6,397 )

Stock-based compensation — — 15,799 — — 15,799

Balance as of June 29, 2024 32,289 $ 3 $ 39,232 $ 1,054,048 $ ( 254 ) $ 1,093,029

Six Months Ended July 5, 2025 Shares Common

Stock Additional

Capital Retained

Earnings Accumulated Other

Comprehensive

Income (Loss) Total

Stockholders’

Balance as of December 28, 2024 32,458 $ 3 $ 78,227 $ 1,001,721 $ 70 $ 1,080,021

3 unchanged sentences

Stock-based compensation — — 39,468 — — 39,468

Balance as of April 5, 2025 32,473 $ 3 $ 96,838 $ 971,251 $ 327 $ 1,068,419

Three Months Ended March 30, 2024 Shares Common

Balance as of July 5, 2025 32,815 $ 3 $ 111,562 $ 949,434 $ 81 $ 1,061,080

Six Months Ended June 29, 2024 Shares Common

Stock Additional

9 unchanged sentences

Stock-based compensation — — 29,364 — — 29,364

Balance as of March 30, 2024 31,924 $ 3 $ 29,830 $ 1,136,205 $ ( 477 ) $ 1,165,561

Balance as of June 29, 2024 32,289 $ 3 $ 39,232 $ 1,054,048 $ ( 254 ) $ 1,093,029

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

2 unchanged sentences

(In thousands)

Three Months Ended

2025 March 30,

Six Months Ended

2025 June 29,

Operating Activities

26 unchanged sentences

Net cash used in financing activities ( 6,133 ) ( 52,105 )

Increase (decrease) in cash and cash equivalents 43,270 ( 36,015 )

Increase in cash and cash equivalents 32,852 13,330

Cash and cash equivalents at beginning of period 281,607 227,504

11 unchanged sentences

All intercompany balances and transactions have been eliminated in consolidation.

The condensed consolidated results of operations for the three months ended April 5, 2025 are not necessarily indicative of the results to be expected for the full year.

The condensed consolidated results of operations for the three and six months ended July 5, 2025 are not necessarily indicative of the results to be expected for the full year.

These Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and notes thereto for the year ended December 28, 2024, included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on February 4, 2025.

24 unchanged sentences

The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share data):

Three Months Ended

2025 March 30,

Three Months Ended Six Months Ended

2025 June 29,

Net loss $ ( 21,817 ) $ ( 82,157 ) $ ( 52,287 ) $ ( 138,683 )

6 unchanged sentences

Diluted $ ( 0.67 ) $ ( 2.56 ) $ ( 1.61 ) $ ( 4.33 )

Diluted shares for the three months ended April 5, 2025 and March 30, 2024 excluded 0.3 million and 0.4 million shares, respectively, as they were anti-dilutive due to the Company’s net loss for the periods.

Securities that were anti-dilutive due to the Company’s stock price and were excluded from the computation of diluted earnings per share for the three months ended April 5, 2025 and March 30, 2024 were insignificant.

Diluted shares for the three and six months ended July 5, 2025 excluded 0.2 million and 0.3 million shares, respectively, and for the three and six months ended June 29, 2024 excluded 0.3 million, and 0.3 million shares, respectively, as they were anti-dilutive due to the Company’s net loss for the periods.

Securities that were anti-dilutive due to the Company’s stock price and were excluded from the computation of diluted earnings per share for the three and six months ended July 5, 2025 were 0.8 million and 0.5 million, respectively, and for the three and six months ended June 29, 2024 were 0.6 million, and 0.5 million, respectively.

Fair Value of Financial Instruments

10 unchanged sentences

Fair Value Measurements

at April 5, 2025 Using

at July 5, 2025 Using

Description Quoted Prices in

31 unchanged sentences

or pricing models, such as a discounted cash flow model, with all significant inputs derived from or corroborated with observable market data.

The Company’s foreign currency derivative instruments were valued using discounted cash flow models.

The assumptions used in preparing the valuation models include foreign exchange rates, forward and spot prices for currencies and market observable data of similar instruments.

Silicon Laboratories Inc.

2 unchanged sentences

The following summarizes the components of available-for-sale investments (in thousands):

As of April 5, 2025 Amortized Cost Basis Gross Unrealized Gains Gross Unrealized Losses Fair Value Cash Equivalent Marketable Securities

As of July 5, 2025 Amortized Cost Basis Gross Unrealized Gains Gross Unrealized Losses Fair Value Cash Equivalent Marketable Securities

Corporate debt securities $ 407 $ — $ ( 2 ) $ 405 $ — $ 405

9 unchanged sentences

The Company’s available-for-sale investments are reported at fair value, with unrealized gains and losses, net of tax, recorded as a component of accumulated other comprehensive income in the Condensed Consolidated Balance Sheet.

The following summarizes the contractual underlying maturities of the Company’s available-for-sale investments at April 5, 2025 (in thousands):

The following summarizes the contractual underlying maturities of the Company’s available-for-sale investments at July 5, 2025 (in thousands):

Cost Fair Value

5 unchanged sentences

Less Than 12 Months 12 Months or Greater Total

As of April 5, 2025 Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses

As of July 5, 2025 Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses

Corporate debt securities $ — $ — $ 291 $ ( 2 ) $ 291 $ ( 2 )

9 unchanged sentences

$ 26,318 $ ( 49 ) $ 4,187 $ ( 15 ) $ 30,505 $ ( 64 )

The gross unrealized losses as of April 5, 2025 and December 28, 2024 were due primarily to changes in market interest rates.

At April 5, 2025 and December 28, 2024, there were no material unrealized gains associated with the Company’s available-for-sale investments.

The gross unrealized losses as of July 5, 2025 and December 28, 2024 were due primarily to changes in market interest rates.

At July 5, 2025 and December 28, 2024, there were no material unrealized gains associated with the Company’s available-for-sale investments.

The Company records an allowance for credit loss when a decline in investment market value is due to credit-related factors.

When evaluating an investment for impairment, the Company reviews factors such as the severity of the impairment, changes in underlying credit ratings, forecasted recovery, the Company’s intent to sell or the likelihood that it would be required to sell the investment before its anticipated recovery in market value and the probability that the scheduled cash payments will continue to be made.

As of April 5, 2025, there were no material declines in the market value of available-for-sale investments due to credit-related factors.

As of July 5, 2025, there were no material declines in the market value of available-for-sale investments due to credit-related factors.

Fair values of other financial instruments

9 unchanged sentences

The Company may use foreign currency forward contracts to reduce the earnings impact that exchange rate fluctuations have on operating expenses denominated in currencies other than the U.S.

Changes in the fair value of the contracts were recorded in accumulated other comprehensive income in the Condensed Consolidated Balance Sheet and subsequently reclassified into earnings in the period during which the hedged transaction was recognized.

The reclassified amount was reported in the same financial statement line item as the hedged item.

Changes in the fair value of the contracts are recorded in accumulated other comprehensive income in the Condensed Consolidated Balance Sheet and subsequently reclassified into earnings in the period during which the hedged transaction was recognized.

The reclassified amount is reported in the same financial statement line item as the hedged item.

If the foreign currency forward contracts are terminated or can no longer qualify as hedging instruments prior to maturity, the fair value of the contracts recorded in accumulated other comprehensive income may be recognized in the Condensed Consolidated Statement of Operations based on an assessment of the contracts at the time of termination.

As of April 5, 2025, the Company held no such foreign currency forward contracts.

The fair value of the contracts, contract gains or losses recognized in other comprehensive income and amounts reclassified from accumulated other comprehensive income into earnings were not material for any of the periods presented.

The Company has entered into various foreign currency forward contracts for a portion of its forecasted operating expenses for the quarter ended July 5, 2025.

As of July 5, 2025, the foreign currency forward contracts denominated in the Norwegian Krone had maturities of one to two months and an aggregate notional value of $ 1.6 million.

The fair value of the contracts, contract gains or losses recognized in other comprehensive income (loss) and amounts reclassified from accumulated other comprehensive income into earnings were not material for any of the periods presented and are not expected to be material in the next twelve months.

Silicon Laboratories Inc.

Notes to Condensed Consolidated Financial Statements (Continued)

Derivative Financial Instruments (Continued)

Non-designated Hedges

Foreign Currency Forward Contracts

The Company may use foreign currency forward contracts to reduce the earnings impact that exchange rate fluctuations have on non-U.S.

dollar balance sheet exposures.

The Company recognizes gains and losses on the foreign currency forward contracts in interest income and other, net in the Condensed Consolidated Statement of Operations.

The Company does not apply hedge accounting to these foreign currency forward contracts.

As of July 5, 2025, the Company held foreign currency forward contracts denominated in Hungarian Forint with an aggregate notional value of $ 3.7 million.

The fair value of the foreign currency forward contracts and contract gains and losses recognized in income were not material for any of the periods presented.

All foreign currency forward contracts, both designated and not designated as hedging instruments, are classified within Level 2 as the valuation inputs include foreign exchange rates, forward and spot prices for currencies, and market observable data of similar instruments.

Supplemental Information

5 unchanged sentences

The Company leases a portion of its headquarter facilities to other tenants.

Lease income from operating leases was $ 0.5 million and $ 0.8 million during the three months ended April 5, 2025 and March 30, 2024, respectively.

Lease income from operating leases was $ 0.5 million and $ 0.7 million during the three months ended July 5, 2025 and June 29, 2024, respectively, and $ 1.1 million and $ 1.5 million during the six months ended July 5, 2025 and June 29, 2024, respectively.

Credit Facility

5 unchanged sentences

The applicable margins for the Adjusted Term SOFR loans range from 1.00 % to 1.75 % and for base rate loans range from 0.00 % to 0.75 %, depending in each case, on the leverage ratio as defined in the credit facility.

Silicon Laboratories Inc.

Notes to Condensed Consolidated Financial Statements (Continued)

Debt (Continued)

The credit facility contains various conditions, covenants and representations with which the Company must be in compliance in order to borrow funds and to avoid an event of default, including financial covenants that the Company must maintain a consolidated net leverage ratio (funded indebtedness less cash and cash equivalents up to $ 750 million and divided by EBITDA) of no more than 4.25 to 1, and a minimum interest coverage ratio (EBITDA/interest payments) of no less than 2.50 to 1.

The Company was granted a waiver of compliance for the minimum interest coverage ratio through October 4, 2025.

Based on the waiver, as of April 5, 2025, the Company was in compliance with all covenants of the credit facility.

As of July 5, 2025, the Company was in compliance with all covenants of the credit facility, including the minimum interest coverage ratio.

The Company’s obligations under the credit facility are guaranteed by the Guarantors and are secured by a security interest in substantially all assets of the Company and the Guarantors.

As of April 5, 2025, no amounts were outstanding on the credit facility.

Silicon Laboratories Inc.

Notes to Condensed Consolidated Financial Statements (Continued)

As of July 5, 2025, no amounts were outstanding on the credit facility.

Commitments and Contingencies

3 unchanged sentences

The following represents revenue by product category (in thousands):

Three Months Ended

2025 March 30,

Three Months Ended Six Months Ended

2025 June 29,

Industrial & Commercial $ 109,787 $ 88,083 $ 205,763 $ 153,345

3 unchanged sentences

These factors impact the timing and uncertainty of revenues and cash flows.

During the three months ended April 5, 2025 and March 30, 2024, the impact of revenue related to performance obligations that were satisfied in previous reporting periods was insignificant.

During the three and six months ended July 5, 2025 and June 29, 2024, the impact of revenue related to performance obligations that were satisfied in previous reporting periods was insignificant.

The following disaggregates the Company’s revenue by sales channel (in thousands):

Three Months Ended

2025 March 30,

Three Months Ended Six Months Ended

2025 June 29,

Distributors $ 133,437 $ 99,931 $ 250,627 $ 170,290

5 unchanged sentences

The fair values of market stock awards (“MSUs”) are estimated using a Monte Carlo simulation.

The fair values of stock options and employee stock purchase plans are estimated using the Black-Scholes option-pricing model.

The fair values of stock options and rights under the Company’s Employee Stock Purchase Plan are estimated using the Black-Scholes option-pricing model.

Silicon Laboratories Inc.

2 unchanged sentences

The following table presents details of stock-based compensation costs recognized in the Condensed Consolidated Statements of Operations (in thousands):

Three Months Ended

2025 March 30,

Three Months Ended Six Months Ended

2025 June 29,

Cost of revenues $ 457 $ 412 $ 1,070 $ 824

4 unchanged sentences

Total $ 17,429 $ 13,769 $ 34,642 $ 25,653

The Company had approximately $ 106.5 million of total unrecognized compensation cost related to equity grants as of April 5, 2025 that is expected to be recognized over a weighted-average period of approximately 2.1 years.

Provision for income taxes includes both domestic and foreign income taxes at the applicable tax rates adjusted for non-deductible expenses, research and development tax credits, global intangible low-taxed income, Subpart F income inclusions, change in the valuation allowance, and other permanent differences.

Income tax expense (benefit) was $ 1.9 million and $( 0.4 ) million for the three months ended April 5, 2025 and March 30, 2024, resulting in effective tax rates of ( 6.6 )% and 0.7 %, respectively.

The change in the provision for income taxes for the three months ended April 5, 2025 is primarily due to tax expense associated with the increase in the valuation allowance in the three months ended April 5, 2025, whereas the valuation allowance had not yet been established in the three months ended March 30, 2024.

During the three months ended June 29, 2024, the Company recorded a valuation allowance in the U.S.

The Company had approximately $ 131.3 million of total unrecognized compensation cost related to equity grants as of July 5, 2025 that is expected to be recognized over a weighted-average period of approximately 2.3 years.

Provision for income taxes includes both domestic and foreign income taxes at the applicable tax rates adjusted for non-deductible expenses, research and development tax credits, deemed foreign income inclusions, change in the valuation allowance, and other permanent differences.

Income tax expense was $ 2.5 million and $ 36.7 million for the three months ended July 5, 2025 and June 29, 2024, resulting in effective tax rates of ( 13.1 )% and ( 80.6 )%, respectively.

Income tax expense was $ 4.4 million and $ 36.3 million for the six months ended July 5, 2025 and June 29, 2024, resulting in effective tax rates of ( 9.3 )% and ( 35.4 )%, respectively.

The decrease in the provision for income taxes for the three and six months ended July 5, 2025 is primarily due to a decrease in tax expense related to the valuation allowance in the three and six months ended July 5, 2025 in comparison with the three and six months ended June 29, 2024.

During the three months ended June 29, 2024, the Company incurred significant tax expense to record a valuation allowance in the U.S.

and Singapore due to a three-year cumulative pre-tax loss in conjunction with the downturn in the semiconductor industry.

The Company intends to maintain the valuation allowance until its ability to forecast sufficient future sources of taxable income is reestablished.

On July 4, 2025, the U.S.

government enacted tax legislation commonly referred to as the One Big Beautiful Bill Act (the “OBBBA”).

The OBBBA extends and/or modifies many provisions first enacted via the Tax Cuts and Jobs Act (“TCJA”) in 2017, as well as introduces new modifications to U.S.

federal tax law.

Beginning with the 2025 tax year, the OBBBA permanently restores current deductibility for U.S.

research and experimental (“R&E”) expenditures.

A number of other provisions of the OBBBA will not take effect until the 2026 tax year, including various changes to existing international tax provisions.

In connection with its initial analysis of the OBBBA, the Company determined that its forecasted annual effective tax rate for the current year decreased, primarily due to U.S.

R&E expenditures no longer being capitalized within net controlled foreign corporation tested income (formerly known as global intangible low-taxed income or “GILTI”), which the Company has elected to treat as a period cost.

The Company did not identify any material discrete tax impacts related to beginning-of-the-year deferred tax assets and liabilities or valuation allowances due to the enactment of the OBBBA.

Uncertain Tax Positions

As of April 5, 2025, the Company had gross unrecognized tax benefits, inclusive of interest, of $ 5.2 million, of which $ 4.2 million would affect the effective tax rate if recognized.

During the three months ended April 5, 2025, the Company did not release any unrecognized tax benefits.

As of July 5, 2025, the Company had gross unrecognized tax benefits, inclusive of interest, of $ 5.7 million, of which $ 3.6 million would affect the effective tax rate if recognized.

During the six months ended July 5, 2025, the Company did not release any unrecognized tax benefits.

Tax years 2019 through 2025 remain open to examination by the major taxing jurisdictions in which the Company operates.

The Company’s 2022 tax year is currently under examination in the U.S.

The Company’s 2021 and 2022 tax years are currently under examination in India.

The Company’s 2022 tax year is currently under examination in the U.S., and the Company’s 2021 through 2023

Silicon Laboratories Inc.

Notes to Condensed Consolidated Financial Statements (Continued)

tax years are currently under examination in India.

Although the outcome of tax audits is always uncertain, the Company believes that the results of these examinations will not materially impact its financial position or results of operations.

5 unchanged sentences

The measure of segment assets is reported on the Condensed Consolidated Balance Sheets as Total assets.

Silicon Laboratories Inc.

Notes to Condensed Consolidated Financial Statements (Continued)

Revenue is attributed to a geographic area based on the shipped-to location.

The following summarizes the Company’s revenue by geographic area (in thousands):

Three Months Ended

2025 March 30,

Three Months Ended Six Months Ended

2025 June 29,

United States $ 24,555 $ 11,125 $ 41,239 $ 16,069

4 unchanged sentences

The significant expense categories regularly provided to the CODM, in addition to the expense categories included within net loss presented on the Company’s Condensed Consolidated Statement of Operations, are as follows (in thousands):

Three Months Ended

2025 March 30,

Three Months Ended Six Months Ended

2025 June 29,

Research and development:

8 unchanged sentences

Total selling, general and administrative $ 43,155 $ 38,695 $ 84,793 $ 72,248

Silicon Laboratories Inc.

Notes to Condensed Consolidated Financial Statements (Continued)

(1) Other research and development and selling, general and administrative expenses include other personnel-related expenses, outside services, software expense, depreciation and amortization of intangible assets, and other expenses.

5 unchanged sentences

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-Q

Item 1. Financial Statements