SHAREHOLDERS’ EQUITY AND EMPLOYEE BENEFIT PLANS

Common Stock and 401(k) Retirement Income Plan

The Company has a 401(k) retirement income plan (the “Plan”) for its employees. Historically, the Company's matching contributions to the Plan were made in the form of issued and contributed shares of Company common stock; however, beginning January 2, 2011, matching contributions to the Plan were made in cash instead of stock. The Plan allows for employee contributions and matching Company contributions up to 4% or 6% of the employee's contributed amount based upon years of service.

The following table reflects the Company’s matching contributions to the Plan during the three and six months ended March 29, 2014 and March 30, 2013:



	Three months ended				Six months ended
(in thousands)	March 29, 2014		March 30, 2013		March 29, 2014		March 30, 2013
Cash	$	328	$	498	$	609	$	759

Accumulated Other Comprehensive Income

The following table reflects accumulated other comprehensive income reflected on the Consolidated Balance Sheets as of March 29, 2014 and September 28, 2013:



	As of
(in thousands)	March 29, 2014			September 28, 2013
Gain from foreign currency translation adjustments	$	3,868		$	4,182
Unrecognized actuarial gain, Switzerland pension plan, net of tax	(227		)	(227		)
Switzerland pension plan curtailment	(349		)	(337		)
Accumulated other comprehensive income	$	3,292		$	3,618

Equity-Based Compensation

As of March 29, 2014, the Company had seven equity-based employee compensation plans (the “Employee Plans”) and three director compensation plans (the “Director Plans”) (collectively, the “Plans”). Under these Plans, market-based share awards (collectively, “market-based restricted stock”), time-based share awards (collectively, “time-based restricted stock”), performance-based share awards (collectively, “performance-based restricted stock”), stock options, or common stock have been granted at 100% of the market price of the Company's common stock on the date of grant. As of March 29, 2014, the Company’s one active plan, the 2009 Equity Plan, had 3.8 million shares of common stock available for grant to its employees and directors.

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Market-based restricted stock entitles the employee to receive common shares of the Company on the award vesting date, if market performance objectives which measure relative total shareholder return (“TSR”) are attained. Relative TSR is calculated based upon the 90-calendar day average price of the Company's stock as compared to specific peer companies that comprise the Philadelphia Semiconductor Index. TSR is measured for the Company and each peer company over a performance period, which is generally three years. Vesting percentages range from 0% to 200% of awards granted. The provisions of the market-based restricted stock are reflected in the grant date fair value of the award; therefore, compensation expense is recognized regardless of whether or not the market condition is ultimately satisfied. Compensation expense is reversed if the award is forfeited prior to the vesting date.

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In general, stock options and time-based restricted stock awarded to employees vest annually over a three-year period provided the employee remains employed. The Company follows the non-substantive vesting method for stock options and recognizes compensation expense immediately for awards granted to retirement eligible employees, or over the period from the grant date to the date retirement eligibility is achieved.

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In general, performance-based restricted stock (“PSU”) entitles the employee to receive common shares of the Company on the three-year anniversary of the grant date (if employed by the Company) if return on invested capital and revenue growth targets set by the Management Development and Compensation Committee (“MDCC”) of the Board of Directors on the date of grant are met. If return on invested capital and revenue growth targets are not met, performance-based restricted stock does not vest. Certain PSUs vest based on achievement of strategic goals over a certain time period or periods set by the MDCC. If the strategic goals are not achieved, the PSUs do not vest.

Equity-based compensation expense recognized in the Consolidated Statements of Operations for the three and six months ended March 29, 2014 and March 30, 2013 was based upon awards ultimately expected to vest. In accordance with ASC No. 718, Stock Based Compensation, forfeitures have been estimated at the time of grant and were based upon historical experience. The Company reviews the forfeiture rates periodically and makes adjustments as necessary.

The following table reflects restricted stock and common stock granted during the three and six months ended March 29, 2014 and March 30, 2013:



	Three months ended		Six months ended
(shares in thousands)	March 29, 2014	March 30, 2013	March 29, 2014	March 30, 2013
Market-based restricted stock	—	—	324	343
Time-based restricted stock	26	11	607	539
Performance-based restricted stock	—	—	—	57
Common stock	17	17	32	37
Equity-based compensation in shares	43	28	963	976

The following table reflects total equity-based compensation expense, which includes restricted stock, stock options and common stock, included in the Consolidated Statements of Operations during the three and six months ended March 29, 2014 and March 30, 2013:



	Three months ended				Six months ended
(in thousands)	March 29, 2014		March 30, 2013		March 29, 2014		March 30, 2013
Cost of sales	$	82	$	74	$	187	$	222
Selling, general and administrative	2,126		1,924		4,742		4,250
Research and development	478		293		1,153		1,020
Total equity-based compensation expense	$	2,686	$	2,291	$	6,082	$	5,492

The following table reflects equity-based compensation expense, by type of award, for the three and six months ended March 29, 2014 and March 30, 2013:



	Three months ended				Six months ended
(in thousands)	March 29, 2014		March 30, 2013		March 29, 2014		March 30, 2013
Market-based restricted stock	$	1,170	$	908	$	2,642	$	2,133
Time-based restricted stock	1,270		1,136		2,975		2,868
Performance-based restricted stock	33		33		66		42
Stock options	3		4		9		29
Common stock	210		210		390		420
Total equity-based compensation expense	$	2,686	$	2,291	$	6,082	$	5,492