What changed in this filing

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Item 1. Financial Statements

2024-05-08 compared with 2023-11-08 · 170 added, 432 removed, 367 unchanged (62% of the section changed)

3 unchanged sentences

(In thousands)

September 30, 2023

March 30, 2024

December 31, 2023

22 unchanged sentences

(In thousands)

September 30, 2023

March 30, 2024

December 31, 2023

27 unchanged sentences

Fiscal quarters ended

September 30, 2023

October 1, 2022

March 30, 2024

April 1, 2023

Costs of products sold

3 unchanged sentences

Interest expense

Loss on early extinguishment of debt

Total other income (expense)

13 unchanged sentences

Fiscal quarters ended

September 30, 2023

October 1, 2022

Other comprehensive income (loss), net of tax

Pension and other post-retirement actuarial items

Foreign currency translation adjustment

Other comprehensive income (loss)

Comprehensive income

comprehensive income attributable to noncontrolling interests

Comprehensive income attributable to Vishay stockholders

See accompanying notes.

VISHAY INTERTECHNOLOGY, INC.

Consolidated Condensed Statements of Operations

(Unaudited - In thousands, except per share amounts)

Nine fiscal months ended

September 30, 2023

October 1, 2022

Costs of products sold

Selling, general, and administrative expenses

Operating income

Other income (expense):

Interest expense

Loss on early extinguishment of debt

Total other income (expense)

Income before taxes

Income tax expense

net earnings attributable to noncontrolling interests

Net earnings attributable to Vishay stockholders

Basic earnings per share attributable to Vishay stockholders

Diluted earnings per share attributable to Vishay stockholders

Weighted average shares outstanding - basic

Weighted average shares outstanding - diluted

Cash dividends per share

See accompanying notes.

VISHAY INTERTECHNOLOGY, INC.

Consolidated Statements of Comprehensive Income

(Unaudited - In thousands)

Nine fiscal months ended

September 30, 2023

October 1, 2022

March 30, 2024

April 1, 2023

Other comprehensive income (loss), net of tax

9 unchanged sentences

(Unaudited - In thousands)

Nine fiscal months ended

September 30, 2023

October 1, 2022

Three fiscal months ended

March 30, 2024

April 1, 2023

Operating activities

1 unchanged sentence

Depreciation and amortization

(Gain) loss on disposal of property and equipment

Gain on disposal of property and equipment

Inventory write-offs for obsolescence

1 unchanged sentence

Stock compensation expense

Loss on early extinguishment of debt

Change in U.S.

transition tax liability

Change in repatriation tax liability

Net change in operating assets and liabilities

9 unchanged sentences

Financing activities

Proceeds from long-term borrowings

Repurchase of convertible senior notes due 2025

Net payments on revolving credit facility

Debt issuance costs

Cash paid for capped call

Net proceeds on revolving credit facility

Dividends paid to common stockholders

1 unchanged sentence

Repurchase of common stock held in treasury

Distributions to noncontrolling interests

Cash withholding taxes paid when shares withheld for vested equity awards

8 unchanged sentences

(Unaudited - In thousands, except share and per share amounts)

Excess of Par

Class B Convertible Common Stock

Capital in Excess of Par Value

Retained Earnings

Treasury Stock

Comprehensive

Income (Loss)

Stockholders'

Noncontrolling

Accumulated Other Comprehensive Income (Loss)

Total Vishay Stockholders' Equity

Noncontrolling Interests

Balance at December 31, 2022

Other comprehensive income (loss)

Issuance of stock and related tax withholdings for vested restricted stock units ( 189,731 shares)

Issuance of stock and related tax withholdings for vested restricted stock units ( 254,513

Dividends declared ($ 0.10 per share)

2 unchanged sentences

Balance at April 1, 2023

Other comprehensive income

Distributions to noncontrolling interests

Issuance of stock and related tax withholdings for vested restricted stock units ( 11,308 shares)

Dividends declared ($ 0.10 per share)

Stock compensation expense

Repurchase of common stock held in treasury ( 1,400,039 shares)

Balance at July 2, 2022

Other comprehensive income (loss)

Distributions to noncontrolling interests

Dividends declared ($ 0.10 per share)

Stock compensation expense

Repurchase of common stock held in treasury ( 978,338 shares)

Balance at October 1, 2022

Continues on following page.

VISHAY INTERTECHNOLOGY, INC.

Consolidated Condensed Statements of Equity (continued)

(Unaudited - In thousands, except share and per share amounts)

Excess of Par

Treasury Stock

Comprehensive

Income (Loss)

Stockholders'

Noncontrolling

Balance at December 31, 2023

Other comprehensive income (loss)

Issuance of stock and related tax withholdings for vested restricted stock units ( 254,513 shares)

Dividends declared ($ 0.10 per share)

Stock compensation expense

Repurchase of common stock held in treasury ( 916,221 shares)

Balance at April 1, 2023

Other comprehensive income (loss)

Distributions to noncontrolling interests

Dividends declared ($ 0.10 per share)

Stock compensation expense

Repurchase of common stock held in treasury ( 847,202 shares)

Balance at July 1, 2023

Other comprehensive income (loss)

Issuance of stock and related tax withholdings for vested restricted stock units ( 21,617 shares)

Issuance of stock and related tax withholdings for vested restricted stock units and phantom stock units ( 371,055 shares)

Dividends declared ($ 0.10 per share)

1 unchanged sentence

Repurchase of common stock held in treasury ( 565,420 shares)

Capped call transactions, net of tax

Balance at September 30, 2023

Balance at March 30, 2024

See accompanying notes.

9 unchanged sentences

The financial statements should be read in conjunction with the consolidated financial statements filed with the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

results of operations for the fiscal quarter and nine fiscal months ended September 30, 2023 are not necessarily indicative of the results to be expected for the full year.

results of operations for the three fiscal months ended March 30, 2024 are not necessarily indicative of the results to be expected for the full year.

The Company reports interim financial information for 13-week periods beginning on a Sunday and ending on a Saturday, except for the first fiscal quarter,

which always begins on January 1, and the fourth fiscal quarter, which always ends on December 31.

The four fiscal quarters in 2023 end on April 1, 2023, July 1, 2023, September 30, 2023, and December 31, 2023, respectively.

The four fiscal quarters in 2024 end on March 30, 2024, June 29, 2024, September 28, 2024, and December 31, 2024, respectively.

The four fiscal

quarters in 2022 ended on April 2, 2022, July 2, 2022, October 1, 2022, and December 31, 2022, respectively.

quarters in 2023 ended on April 1, 2023, July 1, 2023, September 30, 2023, and December 31, 2023, respectively.

Reclassifications

1 unchanged sentence

Note 2 – Acquisition Activities

As part of its growth strategy, the Company seeks to expand through targeted acquisitions of other manufacturers of electronic components.

These acquisition targets include businesses that have established positions

in major markets, reputations for product quality and reliability, and product lines with which the Company has substantial marketing and technical expertise.

It also includes certain businesses that possess technologies which the Company expects

to further develop and commercialize.

As part of its growth strategy, the Company seeks to expand through targeted acquisitions of other manufacturers of electronic

These acquisition targets include businesses that have established positions in major markets, reputations for product quality and reliability, and product lines with which the Company has substantial marketing and technical expertise.

It also includes certain businesses that possess technologies which the Company expects to further develop and commercialize.

Newport wafer fab

On March 5, 2024 ,

Vishay acquired Nexperia’s wafer fabrication facility and operations located in Newport, South Wales, U.K.

for $ 177,366 in cash, net of

cash acquired and subject to customary post-closing adjustments.

The transaction included contingent payments of up to $ 15,000 , held in

escrow pending receipt of an export license.

The wafer fabrication facility is located on 28 acres and is an automotive-certified, 200mm semiconductor wafer fab with capacity to produce more than 30,000 wafers per month.

See Note 13 for further

discussion on the fair value measurement of the contingent consideration liability.

The transaction was funded by Vishay with cash on-hand.

To effect the transaction, Vishay acquired a 100 % interest in the legal entity Neptune 6 Limited ,

and its wholly-owned operating subsidiary, Nexperia Newport Limited, which owns and operates the Newport facility.

Neptune 6 Limited was renamed "Vishay UK Holdings Limited," and Nexperia Newport Limited was renamed "Vishay Newport Limited."

Based on an estimate of fair values, the Company allocated the purchase price of the acquisition as follows:

Net working deficit (excluding cash and cash equivalents)

Property and equipment

Customer relationships

Deferred taxes, net

Total identified assets and liabilities

Purchase price, net of cash acquired

The acquired assets and liabilities are included in the MOSFETs segment.

There were no other material changes to

goodwill or segment assets since December 31, 2023.

The weighted average useful lives for customer relationships is 3 years.

The goodwill associated with this transaction is not deductible for income tax purposes.

The preliminary purchase price

allocation is pending finalization of appraisals for property and equipment and intangible assets and finalization of a working capital adjustment.

There can be no assurance that the estimated amounts recorded represent the final purchase price

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(dollars in thousands, except per share amounts)

The Company recognized $ 2,984 of acquisition costs classified as a component of selling, general, and administrative expenses.

These costs were recognized in the third and fourth fiscal quarters of 2023 and first

fiscal quarter of 2024.

The results and operations of this acquisition have been included in the MOSFETs segment since March 5, 2024.

inclusion of this acquisition did not have material impact on the MOSFETs segment's or the Company's consolidated results.

MaxPower Semiconductor, Inc.

On October 28, 2022 , the Company

acquired all of the outstanding equity interests of MaxPower Semiconductor, Inc.

("MaxPower"), a San Jose, California-based fabless

power semiconductor provider dedicated to delivering innovative and cost-effective technologies that optimize power management solutions.

The acquisition of MaxPower will enhance the Company's current and future silicon carbide ("SiC") offerings

for fast-growing markets such as electric vehicles.

The Company paid cash of $ 50,000 , net of

cash acquired, at closing.

Related to the transaction, Vishay may also be required to make certain contingent payments of up to $ 57,500 ,

In October 2022, the Company acquired all of the outstanding equity interests of MaxPower Semiconductor, Inc.

, ("MaxPower").

The Company paid cash of $ 50,000 , net of cash acquired, at closing.

The transaction also included possible contingent payments of up to $ 57,500 ,

which would be payable upon the achievement of certain technology milestones, upon favorable resolution of certain technology licensing matters with a third party, and upon the disposition of MaxPower's investment in an equity affiliate.

purchase price for U.S.

GAAP purposes includes the fair value, as of the acquisition date, of certain future contingent payments to non-employee equity holders of MaxPower.

The estimated fair value of this contingent consideration as of the

acquisition date was $ 6,851 .

The contingent consideration liability is included in other accrued expenses and other liabilities in the

accompanying balance sheet and is remeasured each reporting period, with changes reported as selling, general, and administrative expenses on the consolidated condensed statement of operations.

See Note 13 for further discussion on the fair

value measurement.

Based on an estimate of their fair values, the Company allocated $ 18,600 of the purchase price to definite-lived intangible assets.

After allocating the purchase price to the assets acquired and liabilities assumed based on an estimation of their fair values at the date of

acquisition, the Company recorded goodwill of $ 34,246 related to this acquisition.

The goodwill related to this acquisition is

included in the MOSFETs reporting unit for goodwill impairment testing.

The results and operations of this acquisition have been included in the MOSFETs segment since October 28, 2022.

Centerline Technologies, LLC

On June 30, 2023 , the Company

acquired substantially all of the assets of Centerline Technologies, LLC ("Centerline"), a Massachusetts-based, privately held

manufacturer of ceramic components used in many custom parts manufactured by certain of Vishay's Resistors businesses, for $ 5,003 .

Based on an estimate of fair values, the Company allocated $ 1,500 of the purchase price to definite-lived intangible assets.

allocating the purchase price to the assets acquired and liabilities assumed based on an estimation of their fair values at the date of acquisition, the Company recorded goodwill of $ 2,213 related to this acquisition.

The acquired business will be vertically integrated into the Company's Resistors segment, and the goodwill related to this acquisition is included in

the Resistors reporting unit for goodwill impairment testing.

The results and operations of this acquisition have been included in the Resistors segment since June 30, 2023.

March 30, 2024, the contingent payments upon favorable resolution of certain technology licensing matters with a third party and upon the disposition of MaxPower's investment in an equity affiliate have been resolved.

The Company's estimate of the

maximum possible contingent payments is $ 17,500 .

See Note 13 for further discussion on the fair value measurement of the contingent

consideration liability.

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

2 unchanged sentences

The net right of use assets and lease liabilities recognized on the consolidated condensed balance sheets for the Company's operating leases were as

September 30, 2023

March 30, 2024

December 31, 2023

13 unchanged sentences

Lease expense is classified in the statements of operations based on asset use.

Total lease cost recognized on the consolidated condensed statements of

operations is as follows:

Total lease cost recognized on the consolidated condensed statements of operations is as follows:

Fiscal quarters ended

Nine fiscal months ended

September 30, 2023

October 1, 2022

September 30, 2023

October 1, 2022

March 30, 2024

April 1, 2023

Lease expense

3 unchanged sentences

Total lease expense

The Company paid $ 20,912 and $ 18,062 for its operating leases in the nine

fiscal months ended September 30, 2023 and October 1, 2022, respectively, which are included in operating cash flows on the consolidated condensed statements of cash flows.

The weighted-average remaining lease term for the Company's

operating leases is 9.4 years and the weighted-average discount rate is 6.2 % as of September 30, 2023.

The Company paid $ 7,540 and $ 7,199 for its operating leases in the three

fiscal months ended March 30, 2024 and April 1, 2023, respectively, which are included in operating cash flows on the consolidated condensed statements of cash flows.

The weighted-average remaining lease term for the Company's operating leases is 9.0 years and the weighted-average discount rate is 6.4 %

as of March 30, 2024.

The undiscounted future lease payments for the Company's operating lease liabilities are as follows:

September 30, 2023

2023 (excluding the nine fiscal months ended September 30, 2023)

March 30, 2024

2024 (excluding the three fiscal months ended March 30, 2024)

The undiscounted future lease payments presented in the table above include payments through the term of the lease, which may include periods beyond the

1 unchanged sentence

The difference between the total payments above and the lease liability balance is due to the discount rate used to calculate lease liabilities.

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(dollars in thousands, except per share amounts)

Note 4 – Income Taxes

The provision for income taxes consists of provisions for federal, state, and foreign income taxes.

The effective tax rates for the periods ended September 30, 2023 and October 1, 2022

The effective tax rates for the periods ended March 30, 2024 and April 1, 2023

reflect the Company’s expected tax rate on reported income before income tax and tax adjustments.

2 unchanged sentences

consolidated income tax rate is a composite rate reflecting the Company’s earnings and the applicable tax rates in the various jurisdictions where the Company operates.

During the nine fiscal months ended September 30, 2023,

the liabilities for unrecognized tax benefits decreased by $ 4,483 on a net basis, primarily due to decreases for settlements, partially

offset by increases for current accruals and interest.

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(dollars in thousands, except per share amounts)

In December 2021, the Organization for Economic Co-operation and Development (“OECD”) issued model rules for a new global minimum tax (“Pillar Two”).

Various jurisdictions around the world have passed, or are in the process of passing, legislation to enact Pillar Two and certain Pillar Two rules take effect in 2024 and 2025 in those jurisdictions.

The United States has not adopted Pillar Two.

The Company is continuing to monitor the impacts of Pillar Two on its operations and does not anticipate a material increase in income tax expense associated with jurisdictions that have implemented an income inclusion rule.

The Company is

continuing to monitor and assess the impacts of Pillar Two rules set to take effect in 2025, such as the under-taxed profits rule.

During the three fiscal months ended March 30, 2024,

the liabilities for unrecognized tax benefits did no t materially change.

Note 5 – Long-Term Debt

Long-term debt consists of the following:

September 30, 2023

March 30, 2024

December 31, 2023

4 unchanged sentences

Less current portion

Credit Facility

The Company maintains a credit facility with a consortium of banks led by JPMorgan Chase Bank, N.A., as administrative agent, and the lenders,

which was scheduled to mature on June 5, 2024 (the "Previous Credit Facility").

On May 8, 2023 , the Company entered into an Amendment and Restatement Agreement, which provides an aggregate commitment of $ 750,000 of revolving loans available until May 8, 2028

(the “Amended and Restated Credit Facility”).

The maturity date of the Amended and Restated Credit Facility will accelerate if within ninety-one days prior to the maturity of the Company’s convertible senior notes due 2025, the outstanding

principal amount of such notes exceeds a defined liquidity measure as set forth in the Amended and Restated Credit Facility.

Dollar borrowings under the Amended and Restated Credit Facility bear interest at the Secured Overnight Financing Rate (“SOFR”) plus a credit

spread and an interest margin.

The Amended and Restated Credit Facility also allows for borrowings in euro, British sterling, and Japanese yen, subject to a $ 250,000 limit.

Borrowings in foreign currency bear interest at a local reference rate plus an interest margin.

The applicable interest margin is based on Vishay's total leverage ratio.

Based on Vishay's

current total leverage ratio, borrowings bear interest at SOFR plus 1.60 %, including the applicable credit spread.

pays a commitment fee, also based on its total leverage ratio, on undrawn amounts.

The undrawn commitment fee, based on Vishay's current total leverage ratio, is 0.25 % per annum.

Similar to the Previous Credit Facility, the Amended and Restated Credit Facility requires the maintenance of financial covenant ratios.

compliance purposes, pursuant to the Amended and Restated Credit Facility, the leverage ratio is computed on a net basis, reducing the measure of outstanding debt by up to $ 250,000 of unrestricted cash.

The Company must maintain a net leverage ratio of at least 3.25 to 1.00.

Permitted investments and restricted payments are also subject to a pro forma net leverage ratio ( 2.75

to 1.00 and 2.50 to 1.00, respectively).

Other terms and conditions of the Amended and Restated Credit Facility are substantially similar to the Previous Credit Facility.

Convertible Debt Instruments

Convertible Senior Notes due 2030

In September 2023, the Company issued $ 750,000

aggregate principal amount of 2.25% convertible senior notes due 2030 (the “2030 Notes”) to qualified institutional buyers pursuant to an exemption from registration provided by Rule 144A under the Securities Act.

The Company used the net

proceeds from this offering to repurchase $ 370,242 principal amount of its outstanding 2.25% convertible senior notes due 2025

(the “2025 Notes”) (as further described below), to reduce the outstanding balance of its Amended and Restated Credit Facility, to enter into capped call transactions (as further described below), and for other general corporate purposes.

The 2030 Notes bear interest at a rate of 2.25 %

per year payable semi-annually in arrears on March 15 and September 15 of each year, beginning March 15, 2024.

The 2030 Notes mature on September 15, 2030 , unless earlier repurchased or converted.

The 2030 Notes are convertible into shares of Vishay common stock at an initial conversion rate of 33.1609 shares of common stock per $1 principal amount of the notes, subject to adjustment.

This initial conversion price represents a premium of 20% to the closing

price of Vishay's common stock on September 7, 2023, which was $ 25.13 per share.

This represents an initial effective conversion

price of approximately $ 30.16 per share.

The conversion rate of the 2030 Notes is not adjusted for quarterly cash dividends

equal to or less than $ 0.10 per share of common stock.

Pursuant to the indenture governing the 2030 Notes, the Company is

required to satisfy its conversion obligations by paying cash equal to the principal amount of notes and settle any additional value in cash and/or shares at its discretion.

Vishay must provide additional shares upon conversion if there is

a "fundamental change" in the business as defined in the indenture governing the notes.

CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

thousands, except per share amounts)

The Company may not redeem the 2030 Notes prior to September 20, 2027 .

The Company may redeem for cash all or part of the 2030 Notes, at its option, on or after September 20, 2027, if the sale price of Vishay’s common stock has been at least 130 % of the conversion price for a specified period at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid

If the Company elects to redeem fewer than all of the outstanding 2030 Notes, at least $ 100,000 aggregate principal amount

of 2030 Notes must be outstanding and not subject to redemption.

Prior to March 15, 2030 , the holders of

the 2030 Notes may convert their notes only under the following conditions:

(1) the sale price of Vishay common stock reaches 130 % of

the applicable conversion price for a specified period during any fiscal quarter commencing after the fiscal quarter ending on December 31, 2023;

(2) the trading price of the notes falls below 98 % of the product of the last reported sale price of Vishay’s common stock and the conversion rate for a specified period;

(3) the Company calls any or all of the 2030 Notes

for redemption;

or (4) upon the occurrence of specified corporate transactions.

Capped Call Transactions

In September 2023, in connection with the pricing and initial

purchasers’ exercise in full of their option to purchase additional 2030 Notes, the Company entered into separate base and additional privately negotiated capped call transactions with an affiliate of an initial purchaser and certain other

financial institutions.

The capped call will initially cover, subject to customary anti-dilution adjustments, the aggregate number of shares of the Company’s common stock that initially underlie the 2030 Notes.

The Company used $ 94,200 of the net proceeds from the 2030 Notes to pay the cost of the capped call transactions.

The cap price of the capped call will initially

be $ 43.98 per share , which represents a premium of approximately 75% over the last reported sale price of the Company’s

common stock on September 7, 2023, and is subject to certain adjustments under the terms of the capped call.

The capped call transactions are separate transactions entered into by the Company with each of the capped call counterparties, are not part of the

terms of the 2030 Notes, and do not affect any holder’s rights under the 2030 Notes.

Holders of the 2030 Notes do not have any rights with respect to the capped call.

The capped call is classified within stockholders’ equity on the

consolidated condensed balance sheet.

Convertible Senior Notes due 2025

The Company used $ 386,745 of the net

proceeds from the offering of the 2030 Notes to repurchase $ 370,242 principal amount of its outstanding 2025 Notes.

As a result, the

Company recognized a loss on early extinguishment of the 2025 Notes of $ 18,874 , including the write-off of a portion of unamortized

debt issuance costs.

Prior to December 15, 2024, the holders of the convertible senior notes due 2025 may convert their notes only under the following circumstances:

the sale price of Vishay common stock reaches 130 % of the conversion price for a specified period;

(2) the trading price of the

notes falls below 98 % of the product of the sale price of Vishay's common stock and the conversion rate for a specified period;

(3) upon the occurrence of specified corporate transactions.

The convertible senior notes due 2025 are not currently convertible.

Upon conversion of the convertible senior notes due 2025, Vishay will satisfy its conversion obligations by paying $1 cash per $1 principal amount of

converted notes and settle any additional amounts due in common stock.

The quarterly cash dividend program of the Company results in adjustments to the conversion rate and effective conversion price for the convertible

senior notes due 2025 effective as of the ex-dividend date of each cash dividend.

The conversion rate and effective conversion price for the convertible senior notes due 2025 is adjusted for quarterly cash dividends to the extent such

dividends exceed $ 0.085 per share of common stock.

The following table summarizes some key facts and terms regarding the outstanding convertible senior notes as of September 30, 2023:

The following table summarizes some key facts and terms regarding the outstanding convertible senior notes as of March 30, 2024:

Issuance date

4 unchanged sentences

September 15, 2030

Principal amount as of September 30, 2023

Principal amount as of March 30, 2024

Cash coupon rate (per annum)

2 unchanged sentences

130% of the current effective conversion price (per share)

financing costs are recognized as non-cash interest expense.

Non-cash interest expense was $ 1,213 and $ 818 for the fiscal quarters ended March 30, 2024 and April 1, 2023, respectively.

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

1 unchanged sentence

Note 6 – Stockholders' Equity

In 2022, the Company's Board of Directors adopted a Stockholder Return Policy that will remain in effect until such time as the Board votes to amend or rescind the policy.

The Stockholder

Return Policy calls for the Company to return a prescribed amount of cash flows on an annual basis.

The Company intends to return such amounts directly, in the form of dividends, or indirectly, in the form of stock repurchases.

In 2022, the Company's Board of Directors adopted a Stockholder Return Policy that

will remain in effect until such time as the Board votes to amend or rescind the policy.

The Stockholder Return Policy calls for the Company to return a prescribed amount of cash flows on an annual basis.

The Company intends to return such amounts

directly, in the form of dividends, or indirectly, in the form of stock repurchases.

The following table summarizes activity pursuant to this policy:

Fiscal quarters ended

Nine fiscal months ended

September 30, 2023

October 1, 2022

September 30, 2023

October 1, 2022

March 30, 2024

April 1, 2023

Dividends paid to stockholders

1 unchanged sentence

The repurchased shares are being held as treasury stock.

The number of shares of common stock being held as treasury stock was 6,634,442 and 4,240,573 as of September 30, 2023 and December 31, 2022, respectively.

The number of shares of common stock being held as treasury stock was 8,101,301 and 7,535,881 as of March 30, 2024 and December 31, 2023, respectively.

Note 7 – Revenue Recognition

1 unchanged sentence

Fiscal quarters ended

Nine fiscal months ended

September 30, 2023

October 1, 2022

September 30, 2023

October 1, 2022

March 30, 2024

April 1, 2023

Beginning balance

3 unchanged sentences

Ending balance

See disaggregated revenue information in Note 11.

Note 8 – Accumulated Other Comprehensive Income (Loss)

6 unchanged sentences

Net other comprehensive income (loss)

Balance at September 30, 2023

Balance at March 30, 2024

Reclassifications of pension and other post-retirement actuarial items out of AOCI are included in the computation of net periodic benefit cost.

4 unchanged sentences

The Company maintains various retirement benefit plans.

The service cost component of net periodic pension cost is classified in costs of products sold or

selling, general, and administrative expenses on the consolidated condensed statements of operations based on the respective employee's function.

The other components of net periodic pension cost are classified as other expense on the consolidated

condensed statements of operations.

The service cost component of net periodic pension cost is classified in costs of products sold

or selling, general, and administrative expenses on the consolidated condensed statements of operations based on the respective employee's function.

The other components of net periodic pension cost are classified as other expense on the

consolidated condensed statements of operations.

Defined Benefit Pension Plans

The following table shows the components of the net periodic pension cost for the third fiscal quarters of 2023 and 2022 for the Company’s defined benefit pension plans:

The following table shows the components of the net periodic pension cost for the first fiscal quarters of 2024 and 2023 for the Company’s defined benefit pension plans:

Fiscal quarter ended

September 30, 2023

March 30, 2024

Fiscal quarter ended

October 1, 2022

Net service cost

Interest cost

Expected return on plan assets

Amortization of prior service cost

Amortization of losses (gains)

Curtailment and settlement losses

Net periodic benefit cost

The following table shows the components of the net periodic pension cost for the nine fiscal months ended September 30, 2023 and October 1, 2022 for the Company’s defined benefit pension plans:

Nine fiscal months ended

September 30, 2023

Nine fiscal months ended

October 1, 2022

April 1, 2023

Net service cost

5 unchanged sentences

Net periodic benefit cost

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(dollars in thousands, except per share amounts)

What changed 10-Q

Item 1. Financial Statements