VISHAY INTERTECHNOLOGY INC 10-Q

Item 1. Financial Statements VISHAY INTERTECHNOLOGY, INC. Consolidated Condensed Balance Sheets (Unaudited - In thousands) March 29, 2025 December 31, 2024 Assets Current assets: Cash and cash equivalents $ 609,402 $ 590,286 Short-term investments 10,197 16,130 Accounts receivable, net 427,634 401,901 Inventories: Finished goods 177,202 175,176 Work in process 314,752 296,393 Raw materials 220,484 217,812 Total inventories 712,438 689,381 Prepaid expenses and other current assets 215,891 217,809 Total current assets 1,975,562 1,915,507 Property and equipment, at cost: Land 84,827 84,124 Buildings and improvements 784,132 766,058 Machinery and equipment 3,336,823 3,259,213 Construction in progress 377,095 367,564 Allowance for depreciation ( 3,008,308 ) ( 2,931,221 ) Property and equipment, net 1,574,569 1,545,738 Right of use assets 117,445 117,953 Deferred income taxes 162,126 159,769 Goodwill 179,388 179,005 Other intangible assets, net 85,962 87,223 Other assets 105,190 105,501 Total assets $ 4,200,242 $ 4,110,696 Continues on following page. 4 VISHAY INTERTECHNOLOGY, INC. Consolidated Condensed Balance Sheets (continued) (Unaudited - In thousands) March 29, 2025 December 31, 2024 Liabilities and equity Current liabilities: Trade accounts payable $ 211,378 $ 216,313 Payroll and related expenses 153,201 137,101 Lease liabilities 26,179 25,901 Other accrued expenses 262,649 264,471 Income taxes 51,994 64,562 Total current liabilities 705,401 708,348 Long-term debt less current portion 988,235 905,019 Deferred income taxes 99,777 96,363 Long-term lease liabilities 93,150 94,218 Other liabilities 103,968 104,086 Accrued pension and other postretirement costs 177,579 173,700 Total liabilities 2,168,110 2,081,734 Equity: Common stock 13,411 13,361 Class B convertible common stock 1,210 1,210 Capital in excess of par value 1,308,366 1,306,245 Retained earnings 937,833 955,500 Treasury stock (at cost) ( 224,600 ) ( 212,062 ) Accumulated other comprehensive income (loss) ( 4,088 ) ( 35,292 ) Total equity 2,032,132 2,028,962 Total liabilities and equity $ 4,200,242 $ 4,110,696 See accompanying notes. 5 VISHAY INTERTECHNOLOGY, INC. Consolidated Condensed Statements of Operations (Unaudited - In thousands, except per share amounts) Fiscal quarters ended March 29, 2025 March 30, 2024 Net revenues $ 715,236 $ 746,279 Costs of products sold 579,682 575,872 Gross profit 135,554 170,407 Selling, general, and administrative expenses 134,739 127,736 Operating income 815 42,671 Other income (expense): Interest expense ( 8,790 ) ( 6,496 ) Other 3,747 8,087 Total other income (expense) ( 5,043 ) 1,591 Income (loss) before taxes ( 4,228 ) 44,262 Income tax expense (benefit) ( 136 ) 12,819 Net earnings (loss) ( 4,092 ) 31,443 Less: net earnings attributable to noncontrolling interests - 519 Net earnings (loss) attributable to Vishay stockholders $ ( 4,092 ) $ 30,924 Basic earnings (loss) per share attributable to Vishay stockholders $ ( 0.03 ) $ 0.22 Diluted earnings (loss) per share attributable to Vishay stockholders $ ( 0.03 ) $ 0.22 Weighted average shares outstanding - basic 135,799 137,726 Weighted average shares outstanding - diluted 135,799 138,476 Cash dividends per share $ 0.10 $ 0.10 See accompanying notes. 6 VISHAY INTERTECHNOLOGY, INC. Consolidated Statements of Comprehensive Income (Unaudited - In thousands) Fiscal quarters ended March 29, 2025 March 30, 2024 Net earnings (loss) $ ( 4,092 ) $ 31,443 Other comprehensive income (loss), net of tax Pension and other post-retirement actuarial items 302 ( 2,196 ) Foreign currency translation adjustment 30,902 ( 17,826 ) Other comprehensive income (loss) 31,204 ( 20,022 ) Comprehensive income 27,112 11,421 Less: comprehensive income attributable to noncontrolling interests - 519 Comprehensive income attributable to Vishay stockholders $ 27,112 $ 10,902 See accompanying notes. 7 VISHAY INTERTECHNOLOGY, INC. Consolidated Condensed Statements of Cash Flows (Unaudited - In thousands) Three fiscal months ended March 29, 2025 March 30, 2024 Operating activities Net earnings (loss) $ ( 4,092 ) $ 31,443 Adjustments to reconcile net earnings (loss) to net cash provided by operating activities: Depreciation and amortization 53,773 49,527 (Gain) loss on disposal of property and equipment 189 ( 625 ) Inventory write-offs for obsolescence 9,030 8,179 Deferred income taxes 1,573 4,376 Stock compensation expense 6,051 5,344 Other ( 1,380 ) 426 Net change in operating assets and liabilities, net of effects of business acquired ( 49,046 ) ( 18,459 ) Net cash provided by operating activities 16,098 80,211 Investing activities Capital expenditures ( 61,569 ) ( 53,084 ) Proceeds from sale of property and equipment 279 751 Purchase of businesses, net of cash acquired - ( 168,616 ) Purchase of short-term investments ( 21,899 ) ( 19,232 ) Maturity of short-term investments 27,832 17,611 Other investing activities ( 661 ) ( 1,219 ) Net cash used in investing activities ( 56,018 ) ( 223,789 ) Financing activities Net proceeds from revolving credit facility 82,000 - Dividends paid to common stockholders ( 12,352 ) ( 12,542 ) Dividends paid to Class B common stockholders ( 1,210 ) ( 1,210 ) Repurchase of common stock held in treasury ( 12,538 ) ( 12,538 ) Cash withholding taxes paid when shares withheld for vested equity awards ( 3,893 ) ( 4,053 ) Net cash provided by (used in) financing activities 52,007 ( 30,343 ) Effect of exchange rate changes on cash and cash equivalents 7,029 ( 2,257 ) Net increase (decrease) in cash and cash equivalents 19,116 ( 176,178 ) Cash and cash equivalents at beginning of period 590,286 972,719 Cash and cash equivalents at end of period $ 609,402 $ 796,541 See accompanying notes. 8 VISHAY INTERTECHNOLOGY, INC. Consolidated Condensed Statements of Equity (Unaudited - In thousands, except share and per share amounts) Common Stock Class B Convertible Common Stock Capital in Excess of Par Value Retained Earnings Treasury Stock Accumulated Other Comprehensive Income (Loss) Total Vishay Stockholders' Equity Noncontrolling Interests Total Equity Balance at December 31, 2023 $ 13,319 $ 1,210 $ 1,291,499 $ 1,041,372 $ ( 161,656 ) $ 10,337 $ 2,196,081 $ 4,725 $ 2,200,806 Net earnings - - - 30,924 - - 30,924 519 31,443 Other comprehensive income (loss) - - - - - ( 20,022 ) ( 20,022 ) - ( 20,022 ) Issuance of stock and related tax withholdings for vested restricted stock units and phantom stock units ( 371,055 shares) 38 - ( 4,091 ) - - - ( 4,053 ) - ( 4,053 ) Dividends declared ($ 0.10 per share) - - 13 ( 13,765 ) - - ( 13,752 ) - ( 13,752 ) Stock compensation expense - - 5,344 - - - 5,344 - 5,344 Repurchase of common stock held in treasury ( 565,420 shares) - - - - ( 12,538 ) - ( 12,538 ) - ( 12,538 ) Balance at March 30, 2024 $ 13,357 $ 1,210 $ 1,292,765 $ 1,058,531 $ ( 174,194 ) $ ( 9,685 ) $ 2,181,984 $ 5,244 $ 2,187,228 Balance at December 31, 2024 $ 13,361 $ 1,210 $ 1,306,245 $ 955,500 $ ( 212,062 ) $ ( 35,292 ) $ 2,028,962 $ - $ 2,028,962 Net earnings (loss) - - - ( 4,092 ) - - ( 4,092 ) - ( 4,092 ) Other comprehensive income - - - - - 31,204 31,204 - 31,204 Issuance of stock and related tax withholdings for vested restricted stock units ( 506,430 shares) 50 - ( 3,943 ) - - - ( 3,893 ) - ( 3,893 ) Dividends declared ($ 0.10 per share) - - 13 ( 13,575 ) - - ( 13,562 ) - ( 13,562 ) Stock compensation expense - - 6,051 - - - 6,051 - 6,051 Repurchase of common stock held in treasury ( 728,560 shares) - - - - ( 12,538 ) - ( 12,538 ) - ( 12,538 ) Balance at March 29, 2025 $ 13,411 $ 1,210 $ 1,308,366 $ 937,833 $ ( 224,600 ) $ ( 4,088 ) $ 2,032,132 $ - $ 2,032,132 See accompanying notes. 9 NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (dollars in thousands, except per share amounts) Note 1 – Basis of Presentation The accompanying unaudited consolidated condensed financial statements of Vishay Intertechnology, Inc. (“Vishay” or the “Company”) have been prepared in accordance with the instructions to Form 10-Q and therefore do not include all information and footnotes necessary for presentation of financial position, results of operations, and cash flows required by accounting principles generally accepted in the United States (“GAAP”) for complete financial statements. The information furnished reflects all normal recurring adjustments which are, in the opinion of management, necessary for a fair summary of the financial position, results of operations, and cash flows for the interim periods presented. 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, 2024. The results of operations for the three fiscal months ended March 29, 2025 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 2025 end on March 29, 2025, June 28, 2025, September 27, 2025, and December 31, 2025, respectively. The four fiscal quarters in 2024 ended on March 30, 2024, June 29, 2024, September 28, 2024, and December 31, 2024, respectively. Reclassifications Certain prior period amounts have been reclassified to conform to the current financial statement presentation. Note 2 – Restructuring and Related Activities In September 2024, the Company announced the implementation of restructuring actions designed to optimize the Company’s manufacturing footprint and streamline business decision making. The following table summarizes activity to date related to this program: Expense recorded in 2024 $ 40,614 Utilized ( 8,734 ) Foreign currency translation ( 1,292 ) Balance at December 31, 2024 $ 30,588 Utilized ( 1,596 ) Foreign currency translation 476 Balance at March 29, 2025 $ 29,468 Severance payment terms vary by country, but are generally paid in a lump sum at cessation of employment. Some payments are made over an extended period. The current portion of the liability is $ 14,806 and is included in other accrued expenses in the accompanying consolidated condensed balance sheet. The non-current portion of the liability is $ 14,662 and is included in other liabilities in the accompanying consolidated condensed balance sheet. 10 NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (dollars in thousands, except per share amounts) Note 3 – Leases The net right of use assets and lease liabilities recognized on the consolidated condensed balance sheets for the Company's operating leases were as follows: March 29, 2025 December 31, 2024 Right of use assets Operating Leases Buildings and improvements $ 112,273 $ 112,528 Machinery and equipment 5,172 5,425 Total $ 117,445 $ 117,953 Current lease liabilities Operating Leases Buildings and improvements $ 23,327 $ 22,993 Machinery and equipment 2,852 2,908 Total $ 26,179 $ 25,901 Long-term lease liabilities Operating Leases Buildings and improvements $ 90,928 $ 91,772 Machinery and equipment 2,222 2,446 Total $ 93,150 $ 94,218 Total lease liabilities $ 119,329 $ 120,119 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: Fiscal quarters ended March 29, 2025 March 30, 2024 Lease expense Operating lease expense $ 6,956 $ 7,293 Short-term lease expense 407 256 Variable lease expense 160 214 Total lease expense $ 7,523 $ 7,763 The Company paid $ 7,242 and $ 7,540 for its operating leases in the three fiscal months ended March 29, 2025 and March 30, 2024, 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 8.6 years and the weighted-average discount rate is 6.6 % as of March 29, 2025. The undiscounted future lease payments for the Company's operating lease liabilities are as follows: March 29, 2025 2025 (excluding the three fiscal months ended March 29, 2025) $ 20,416 2026 23,901 2027 20,762 2028 16,214 2029 14,124 Thereafter 62,536 The undiscounted future lease payments presented in the table above include payments through the term of the lease, which may include periods beyond the noncancellable term. The difference between the total payments above and the lease liability balance is due to the discount rate used to calculate lease liabilities. 11 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 March 29, 2025 and March 30, 2024 reflect the Company’s expected tax rate on reported income before income tax and tax adjustments. The Company operates in a global environment with significant operations in various jurisdictions outside the United States. Accordingly, the 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. 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 legislation to enact Pillar Two and certain Pillar Two rules are in effect for 2025. The United States has not adopted Pillar Two. The Company does not anticipate a material increase in income tax expense for 2025 due to Pillar Two and the Company is continuing to monitor Pillar Two developments and the potential future impact on its operations and income tax expense. During the three fiscal months ended March 29, 2025, the liabilities for unrecognized tax benefits decreased $ 963 on a net basis, primarily due to the settlement of tax audits, partially offset by accruals for the current period. Note 5 – Long-Term Debt Long-term debt consists of the following: March 29, 2025 December 31, 2024 Credit facility $ 218,000 $ 136,000 Convertible senior notes, due 2025 41,911 41,911 Convertible senior notes, due 2030 750,000 750,000 Deferred financing costs ( 21,676 ) ( 22,892 ) 988,235 905,019 Less current portion - - $ 988,235 $ 905,019 The following table summarizes some key facts and terms regarding the outstanding convertible senior notes as of March 29, 2025: 2025 Notes 2030 Notes Issuance date June 12, 2018 September 12, 2023 Maturity date June 15, 2025 * September 15, 2030 Principal amount as of March 29, 2025 $ 41,911 $ 750,000 Cash coupon rate (per annum) 2.25 % 2.25 % Conversion rate (per $1 principal amount) 32.2497 33.1609 Effective conversion price (per share) $ 31.01 $ 30.16 130 % of the current effective conversion price (per share) n/a ** $ 39.21 *As the Company has the intent and ability to refinance its convertible senior notes due 2025 (the "2025 Notes") upon maturity using its revolving credit facility, the 2025 Notes remain classified as long-term liabilities. ** The 2025 Notes became convertible on December 15, 2024 and will remain convertible until maturity. Accordingly, 130% of the conversion price of the 2025 Notes is not applicable. Deferred financing costs are recognized as non-cash interest expense. Non-cash interest expense was $ 1,223 and $ 1,213 for the fiscal quarters ended March 29, 2025 and March 30, 2024, respectively. 12 NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (dollars in thousands, except per share amounts) 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. The following table summarizes activity pursuant to this policy: Fiscal quarters ended March 29, 2025 March 30, 2024 Dividends paid to stockholders $ 13,562 $ 13,752 Stock repurchases 12,538 12,538 Total $ 26,100 $ 26,290 The repurchased shares are being held as treasury stock. The number of shares of common stock being held as treasury stock was 10,662,155 and 9,933,595 as of March 29, 2025 and December 31, 2024, respectively. Note 7 – Revenue Recognition Sales returns and allowances accrual activity is shown below: Fiscal quarters ended March 29, 2025 March 30, 2024 Beginning balance $ 43,445 $ 47,760 Sales allowances 20,186 25,276 Credits issued ( 25,589 ) ( 24,084 ) Foreign currency 396 ( 204 ) Ending balance $ 38,438 $ 48,748 See disaggregated revenue information in Note 11. Note 8 – Accumulated Other Comprehensive Income (Loss) The cumulative balance of each component of other comprehensive income (loss) and the income tax effects allocated to each component are as follows: Pension and other post- retirement actuarial items Currency translation adjustment Total Balance at January 1, 2025 $ ( 10,956 ) $ ( 24,336 ) $ ( 35,292 ) Other comprehensive income (loss) before reclassifications - 30,902 $ 30,902 Tax effect - - $ - Other comprehensive income before reclassifications, net of tax - 30,902 $ 30,902 Amounts reclassified out of AOCI 262 - $ 262 Tax effect 40 - $ 40 Amounts reclassified out of AOCI, net of tax 302 - $ 302 Net other comprehensive income (loss) $ 302 $ 30,902 $ 31,204 Balance at March 29, 2025 $ ( 10,654 ) $ 6,566 $ ( 4,088 ) Reclassifications of pension and other post-retirement actuarial items out of AOCI are included in the computation of net periodic benefit cost. See Note 9 for further information. 13 NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (dollars in thousands, except per share amounts) Note 9 – Pensions and Other Postretirement Benefits 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. Defined Benefit Pension Plans The following table shows the components of the net periodic pension cost for the first fiscal quarters of 2025 and 2024 for the Company’s defined benefit pension plans: Fiscal quarter ended March 29, 2025 Fiscal quarter ended March 30, 2024 U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans Net service cost $ - $ 729 $ - $ 790 Interest cost 380 1,488 381 1,686 Expected return on plan assets - ( 540 ) - ( 596 ) Amortization of prior service cost 1 34 16 57 Amortization of losses (gains) - 242 ( 108 ) 457 Curtailment and settlement losses - 23 - 105 Net periodic benefit cost $ 381 $ 1,976 $ 289 $ 2,499 Other Postretirement Benefits The following table shows the components of the net periodic benefit cost for the first fiscal quarters of 2025 and 2024 for the Company’s other postretirement benefit plans: Fiscal quarter ended March 29, 2025 Fiscal quarter ended March 30, 2024 U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans Service cost $ 5 $ 55 $ 5 $ 60 Interest cost 51 56 53 61 Amortization of losses (gains) ( 52 ) 14 ( 60 ) 21 Net periodic benefit cost $ 4 $ 125 $ ( 2 ) $ 142 14 NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (dollars in thousands, except per share amounts) Note 10 – Stock-Based Compensation The following table summarizes stock-based compensation expense recognized: Fiscal quarters ended March 29, 2025 March 30, 2024 Restricted stock units ("RSUs") $ 5,968 $ 5,226 Phantom stock units 83 118 Total $ 6,051 $ 5,344 The following table summarizes unrecognized compensation cost and the weighted average remaining amortization periods at March 29, 2025 (amortization periods in years) : Unrecognized Compensation Cost Weighted Average Remaining Amortization Periods Restricted stock units $ 34,156 2.3 Phantom stock units - n/a Total $ 34,156 15 NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (dollars in thousands, except per share amounts) Restricted Stock Units RSU activity as of March 29, 2025 and changes during the three fiscal months then ended are presented below (number of RSUs in thousands) : Number of RSUs Weighted Average Grant-date Fair Value per Unit Outstanding: January 1, 2025 2,628 $ 21.37 Granted 873 19.33 Vested* ( 728 ) 21.76 Cancelled or forfeited ( 116 ) 20.97 Outstanding at March 29, 2025 2,657 $ 20.61 Expected to vest at March 29, 2025 1,985 * The number of RSUs vested includes shares that the Company withheld on behalf of employees to satisfy the statutory tax withholding requirements. The number of performance-based RSUs that are scheduled to vest increases ratably based on the achievement of defined performance and market criteria between the established target and maximum levels. RSUs with performance-based and market-based vesting criteria are expected to vest as follows (number of RSUs in thousands) : Vesting Date Expected to Vest Not Expected to Vest Total January 1, 2026 - 137 137 January 1, 2027 - 549 549 January 1, 2028 433 - 433 March 1, 2029 175 - 175 Phantom Stock Units The following table summarizes the Company's phantom stock units activity (number of phantom stock units in thousands) : Number of units Grant-date Fair Value per Unit Outstanding: January 1, 2025 128 Granted 5 $ 16.69 Dividend equivalents issued 1 Outstanding at March 29, 2025 134 16 NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (dollars in thousands, except per share amounts) Note 11 – Segment Information The following tables set forth business segment information: MOSFETs Diodes Optoelectronic Components Resistors Inductors Capacitors Corporate/ Other Total Fiscal quarter ended March 29, 2025 : Net revenues $ 142,113 $ 140,963 $ 51,168 $ 179,500 $ 84,121 $ 117,371 $ - $ 715,236 Cost of products sold (excluding depreciation) $ 117,507 $ 101,829 $ 36,658 $ 128,472 $ 62,282 $ 85,954 $ - $ 532,702 Depreciation expense in costs of products sold 13,000 11,112 3,810 10,674 4,242 4,142 - 46,980 Total costs of products sold $ 130,507 $ 112,941 $ 40,468 $ 139,146 $ 66,524 $ 90,096 $ - $ 579,682 Gross profit $ 11,606 $ 28,022 $ 10,700 $ 40,354 $ 17,597 $ 27,275 $ - $ 135,554 Segment operating expenses $ 20,345 $ 6,825 $ 5,281 $ 9,203 $ 3,695 $ 6,701 $ - $ 52,050 Segment operating income (loss) $ ( 8,739 ) $ 21,197 $ 5,419 $ 31,151 $ 13,902 $ 20,574 $ - $ 83,504 Total depreciation expense $ 13,572 $ 11,483 $ 3,917 $ 10,864 $ 4,283 $ 4,184 $ 2,215 $ 50,518 Capital expenditures 46,303 4,329 712 3,047 584 5,975 619 61,569 Total assets as of March 29, 2025: $ 1,080,665 $ 735,150 $ 354,747 $ 976,991 $ 334,823 $ 467,561 $ 250,305 $ 4,200,242 Fiscal quarter ended March 30, 2024: Net revenues $ 153,173 $ 149,130 $ 49,199 $ 188,196 $ 88,651 $ 117,930 $ - $ 746,279 Cost of products sold (excluding depreciation) $ 116,748 $ 105,645 $ 38,403 $ 131,633 $ 57,848 $ 81,997 $ - $ 532,274 Depreciation expense in cost of products sold 10,952 11,115 3,795 10,092 4,016 3,628 - 43,598 Total cost of products sold $ 127,700 $ 116,760 $ 42,198 $ 141,725 $ 61,864 $ 85,625 $ - $ 575,872 Gross profit $ 25,473 $ 32,370 $ 7,001 $ 46,471 $ 26,787 $ 32,305 $ - $ 170,407 Segment operating expenses $ 17,426 $ 6,359 $ 5,508 $ 8,298 $ 3,606 $ 5,776 $ - $ 46,973 Segment operating income $ 8,047 $ 26,011 $ 1,493 $ 38,173 $ 23,181 $ 26,529 $ - $ 123,434 Total depreciation expense $ 11,329 $ 11,486 $ 3,888 $ 10,270 $ 4,044 $ 3,682 $ 2,224 $ 46,923 Capital expenditures 28,562 8,055 1,291 11,302 1,133 2,067 674 53,084 Total assets as of March 30, 2024: $ 1,053,432 $ 768,304 $ 360,604 $ 1,038,302 $ 352,751 $ 461,157 $ 229,514 $ 4,264,064 17 NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (dollars in thousands, except per share amounts) Fiscal quarters ended March 29, 2025 March 30, 2024 Reconciliation: Segment Operating Income $ 83,504 $ 123,434 Unallocated Selling, General, and Administrative Expenses ( 82,689 ) ( 80,763 ) Consolidated Operating Income $ 815 $ 42,671 Unallocated Other Income (Expense) ( 5,043 ) 1,591 Consolidated Income Before Taxes $ ( 4,228 ) $ 44,262 The Company has a broad line of products that it sells to OEMs, EMS companies, and independent distributors. The distribution of sales by customer type is shown below: Fiscal quarters ended March 29, 2025 March 30, 2024 Distributors $ 388,493 $ 382,480 OEMs 278,346 313,827 EMS companies 48,397 49,972 Total Revenue $ 715,236 $ 746,279 Net revenues were attributable to customers in the following regions: Fiscal quarters ended March 29, 2025 March 30, 2024 Asia $ 284,579 $ 284,007 Europe 255,331 271,734 Americas 175,326 190,538 Total Revenue $ 715,236 $ 746,279 The Company generates substantially all of its revenue from product sales to end customers in the industrial, automotive, computing, military and aerospace, consumer products, power supplies, medical, and telecommunications end markets. Sales by end market are presented below: Fiscal quarters ended March 29, 2025 March 30, 2024 Industrial $ 244,926 $ 248,128 Automotive 257,112 287,302 Military and Aerospace 76,317 83,356 Medical 36,532 34,389 Other* 100,349 93,104 Total Revenue $ 715,236 $ 746,279 *Power supplies, telecommunications, consumer products, and computing. 18 NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (dollars in thousands, except per share amounts) Note 12 – Earnings Per Share The following table sets forth the computation of basic and diluted earnings per share attributable to Vishay stockholders (shares in thousands) : Fiscal quarters ended March 29, 2025 March 30, 2024 Numerator: Net earnings (loss) attributable to Vishay stockholders $ ( 4,092 ) $ 30,924 Denominator: Denominator for basic earnings (loss) per share: Weighted average shares 135,666 137,601 Outstanding phantom stock units 133 125 Adjusted weighted average shares - basic 135,799 137,726 Effect of dilutive securities: Restricted stock units - 750 Dilutive potential common shares - 750 Denominator for diluted earnings (loss) per share: Adjusted weighted average shares - diluted 135,799 138,476 Basic earnings (loss) per share attributable to Vishay stockholders $ ( 0.03 ) $ 0.22 Diluted earnings (loss) per share attributable to Vishay stockholders $ ( 0.03 ) $ 0.22 Diluted earnings (loss) per share for the periods presented do not reflect the following weighted average potential common shares that would have an antidilutive effect or have unsatisfied performance conditions (in thousands) : Fiscal quarters ended March 29, 2025 March 30, 2024 Restricted stock units 2,657 127 If the average market price of Vishay common stock is less than the effective conversion prices of the convertible senior notes due 2025 and due 2030, respectively, no shares are included in the diluted earnings (loss) per share computation for the convertible senior notes due 2025 and due 2030. Upon Vishay exercising its existing right to legally amend the indenture governing 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. Pursuant to the indenture governing the convertible senior notes due 2030, Vishay will satisfy its conversion obligations by paying $1 cash per $1 principal amount of converted notes and settle any additional amounts due in cash and/or common stock. In connection with the issuance of the convertible senior notes due 2030, the Company entered into capped call transactions, which were not included in the calculation of diluted earnings per share as their effect would have been anti-dilutive. The capped calls are intended to reduce the potential dilution to the Company's common stock in the event that at the time of conversion of the convertible senior notes due 2030 the Company's common stock price exceeds the conversion price of the convertible senior notes due 2030 . 19 NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (dollars in thousands, except per share amounts) Note 13 – Fair Value Measurements The following table provides the financial assets and liabilities carried at fair value measured on a recurring basis: Total Fair Value Level 1 Level 2 Level 3 March 29, 2025 Assets: Assets held in rabbi trusts $ 51,381 $ 23,033 $ 28,348 $ - Available for sale securities $ 3,897 3,897 - - $ 55,278 $ 26,930 $ 28,348 $ - Liability: Acquisitions contingent consideration $ 3,696 $ - $ - $ 3,696 December 31, 2024 Assets: Assets held in rabbi trusts $ 53,508 $ 24,518 $ 28,990 $ - Available for sale securities $ 4,043 4,043 - - $ 57,551 $ 28,561 $ 28,990 $ - Liability: Acquisitions contingent consideration $ 3,801 $ - $ - $ 3,801 There have been no changes in the classification of any financial instruments within the fair value hierarchy in the periods presented. The Company maintains non-qualified trusts, referred to as “rabbi” trusts, to fund payments under deferred compensation and non-qualified pension plans. Rabbi trust assets consist primarily of marketable securities, classified as available-for-sale and company-owned life insurance assets. The marketable securities held in the rabbi trusts are valued using quoted market prices on the last business day of the period. The company-owned life insurance assets are valued in consultation with the Company’s insurance brokers using the value of underlying assets of the insurance contracts. The fair value measurement of the marketable securities held in the rabbi trust is considered a Level 1 measurement and the measurement of the company-owned life insurance assets is considered a Level 2 measurement within the fair value hierarchy. The Company holds investments in debt securities that are intended to fund a portion of its pension and other postretirement benefit obligations outside of the United States. The investments are valued based on quoted market prices on the last business day of the period. The fair value measurement of the investments is considered a Level 1 measurement within the fair value hierarchy. The Company may be required to make certain contingent consideration payments related to acquisitions. The fair value of these contingent payments is determined by estimating the net present value of the expected cash flows based on the probability of expected payments. The fair value measurement of the contingent consideration payments is considered a Level 3 measurement within the fair value hierarchy. The fair value of the long-term debt, excluding the derivative liabilities and deferred financing costs, at March 29, 2025 and December 31, 2024 is approximately $ 939,000 and $ 850,600 , respectively, compared to its carrying value, excluding the deferred financing costs, of $ 1,009,911 and $ 927,911 , respectively. The Company estimates the fair value of its long-term debt using a combination of quoted market prices for similar financing arrangements and expected future payments discounted at risk-adjusted rates, which are considered Level 2 inputs. 20 NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (dollars in thousands, except per share amounts) At March 29, 2025 and December 31, 2024, the Company’s short-term investments were comprised of time deposits with financial institutions that have maturities that exceed 90 days from the date of acquisition; however they all mature within one year from the respective balance sheet dates. The Company's short-term investments are accounted for as held-to-maturity debt instruments, at amortized cost, which approximates their fair value. The investments are funded with excess cash not expected to be needed for operations prior to maturity; therefore, the Company believes it has the intent and ability to hold the short-term investments until maturity. At each reporting date, the Company performs an evaluation to determine if any unrealized losses are other-than-temporary. No other-than-temporary impairments have been recognized on these securities, and there are no unrecognized holding gains or losses for these securities during the periods presented. There have been no transfers to or from the held-to-maturity classification. All decreases in the account balance are due to returns of principal at the securities’ maturity dates. Interest on the securities is recognized as interest income when earned. At March 29, 2025 and December 31, 2024, the Company’s cash and cash equivalents were comprised of demand deposits, time deposits with maturities of three months or less when purchased, and money market funds. The Company estimates the fair value of its cash, cash equivalents, and short-term investments using Level 2 inputs. Based on the current interest rates for similar investments with comparable credit risk and time to maturity, the fair value of the Company's cash, cash equivalents, and held-to-maturity short-term investments approximate the carrying amounts reported in the consolidated condensed balance sheets. The Company’s financial instruments also include accounts receivable and accounts payable. The carrying amounts for these financial instruments reported in the consolidated condensed balance sheets approximate their fair values. 21