SHAREHOLDERS’ EQUITY AND EMPLOYEE BENEFIT PLANS

Common Stock and 401(k) Retirement Plan

The Company has a 401(k) retirement plan (the “Plan”) for eligible U.S. employees. The Plan allows for employee contributions and matching Company contributions from 4% to 6% based upon terms and conditions of the 401(k) Plan.

The following table reflects the Company’s contributions to the Plans during the three and nine months ended July 1, 2017 and July 2, 2016:



	Three months ended				Nine months ended
(in thousands)	July 1, 2017		July 2, 2016		July 1, 2017		July 2, 2016
Cash	$	390	$	376	$	1,307	$	1,194

Stock Repurchase Program

On August 14, 2014, the Company’s Board of Directors authorized a program (the "Program") to repurchase up to $100 million of the Company’s common stock on or before August 14, 2017. The Company has entered into a written trading plan under Rule 10b5-1 of the Exchange Act to facilitate repurchases under the Program. The Program may be suspended or discontinued at any time and is funded using the Company's available cash. Under the Program, shares may be repurchased through open market and/or privately negotiated transactions at prices deemed appropriate by management. The timing and amount of repurchase transactions under the Program depend on market conditions as well as corporate and regulatory considerations. During the three and nine months ended July 1, 2017, the Company repurchased a total of 9,862 shares of common stock at a cost of $0.2 million under the Program. The stock repurchases were recorded in the periods they were delivered and accounted for as treasury stock in the Company's Consolidated Condensed Balance Sheet. The Company records treasury stock purchases under the cost method using the first-in, first-out (FIFO) method. Upon reissuance of treasury stock, amounts in excess of the acquisition cost are credited to additional paid-in capital. If the Company reissues treasury stock at an amount below its acquisition cost and additional paid-in capital associated with prior treasury stock transactions is insufficient to cover the difference between acquisition cost and the reissue price, this difference is recorded against retained earnings. As of July 1, 2017, our remaining stock repurchase authorization under the Program was approximately $6.8 million.

Accumulated Other Comprehensive Loss

The following table reflects accumulated other comprehensive (loss) / income reflected on the Consolidated Condensed Balance Sheets as of July 1, 2017 and October 1, 2016:



	As of
(in thousands)	July 1, 2017			October 1, 2016
(Loss) / Gain from foreign currency translation adjustments	$	(313	)	$	462
Unrecognized actuarial loss Switzerland pension plan, net of tax	(2,764		)	(2,726		)
Unrealized gain / (loss) on hedging	877			(462		)
Accumulated other comprehensive loss	$	(2,200	)	$	(2,726	)

Equity-Based Compensation

The Company has stockholder-approved equity-based employee compensation plans (the “Employee Plans”) and director compensation plans (the “Director Plans”) (collectively, the “Equity Plans”). Under these Equity 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 July 1, 2017, 5.1 million shares of common stock are available for grant to its employees and directors under the 2017 Equity Plan, including previously registered shares that have been carried forward for issuance under the 2009 Equity Plan.

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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 that 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 GICS (45301020) 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 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 by the Company. 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 Condensed Statements of Operations for the three and nine months ended July 1, 2017 and July 2, 2016 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 nine months ended July 1, 2017 and July 2, 2016:



	Three months ended		Nine months ended
(shares in thousands)	July 1, 2017	July 2, 2016	July 1, 2017	July 2, 2016
Market-based restricted stock	5	6	386	172
Time-based restricted stock	4	16	708	597
Common stock	10	15	35	47
Equity-based compensation in shares	19	37	1,129	816

The following table reflects total equity-based compensation expense, which includes restricted stock, stock options and common stock, included in the Consolidated Condensed Statements of Operations during the three and nine months ended July 1, 2017 and July 2, 2016:



	Three months ended				Nine months ended
(in thousands)	July 1, 2017		July 2, 2016		July 1, 2017		July 2, 2016
Cost of sales	$	97	$	98	$	344	$	323
Selling, general and administrative ⁽¹⁾	2,179		1,331		7,363		2,021
Research and development	514		472		1,763		1,592
Total equity-based compensation expense	$	2,790	$	1,901	$	9,470	$	3,936

(1) The selling, general and administrative expense for the nine months ended July 2, 2016, includes the reversal of a $2.0 million expense due to the forfeiture of stock awards in connection with the October 2015 retirement of the Company's CEO.

The following table reflects equity-based compensation expense, by type of award, for the three and nine months ended July 1, 2017 and July 2, 2016:



	Three months ended				Nine months ended
(in thousands)	July 1, 2017		July 2, 2016		July 1, 2017		July 2, 2016
Market-based restricted stock	$	838	$	475	$	2,626	$	(518	)
Time-based restricted stock	1,756		1,246		6,289		3,958
Performance-based restricted stock	—		—		—		(43		)
Common stock	196		180		555		539
Total equity-based compensation expense ⁽¹⁾	$	2,790	$	1,901	$	9,470	$	3,936

(1) The equity-based compensation expense for the nine months ended July 2, 2016, includes the reversal of a $2.0 million expense due to the forfeiture of stock awards in connection with the October 2015 retirement of the Company's CEO.