SHAREHOLDERS' EQUITY AND EMPLOYEE BENEFIT PLANS

9 Months Ended

Jun. 29, 2019

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

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 Plan during the three and nine months ended June 29, 2019 and June 30, 2018:



	Three months ended				Nine months ended
(in thousands)	June 29, 2019		June 30, 2018		June 29, 2019		June 30, 2018
Cash	$	428	$	408	$	1,291	$	1,261

Stock Repurchase Program

On August 15, 2017, 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 1, 2020. On July 10, 2018, the Board of Directors increased the share repurchase authorization under the Program to $200 million. On January 31, 2019, the Board of Directors further increased the share repurchase under the Program to $300 million. 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, cash equivalents and short-term investments. 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 June 29, 2019, the Company repurchased a total of 1.5 million and 4.0 million shares of common stock under the Program at a cost of $33.2 million and $85.6 million, respectively. 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 June 29, 2019, our remaining stock repurchase authorization under the Program was approximately $112.1 million.

Dividends

On May 20, 2019, February 28, 2019 and December 12, 2018, the Board of Directors declared a quarterly dividend of $0.12 per share of common stock. Dividends paid during the three and nine months ended June 29, 2019 totaled $7.8 million and $23.9 million, respectively. The declaration of any future cash dividend is at the discretion of the Board of Directors and will depend on the Company's financial condition, results of operations, capital requirements, business conditions and other factors, as well as a determination that such dividends are in the best interests of the Company's stockholders.

Accumulated Other Comprehensive Income

The following table reflects accumulated other comprehensive loss reflected on the Consolidated Condensed Balance Sheets as of June 29, 2019 and September 29, 2018:



	As of
(in thousands)	June 29, 2019			September 29, 2018
Loss from foreign currency translation adjustments	$	(2,641	)	$	(1,211	)
Unrecognized actuarial loss on pension plan, net of tax	(1,629		)	(1,620		)
Unrealized gain/(loss) on hedging	134			(1,071		)
Accumulated other comprehensive loss	$	(4,136	)	$	(3,902	)

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”). As of June 29, 2019, 4.0 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 from the 2009 Equity Plan.

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In general, stock options and Time-based Restricted Share Units ("Time-based RSUs") 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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Relative TSR Performance Share Units ("Relative TSR PSUs") 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 Relative TSR PSUs 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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Special/Growth Performance Share Units (“Special/Growth PSUs”) 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 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 revenue growth targets are not met, the Special/Growth PSUs do not vest. Certain Special/Growth 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 Special/Growth PSUs do not vest.

Equity-based compensation expense recognized in the Consolidated Condensed Statements of Operations for the three and nine months ended June 29, 2019 and June 30, 2018 was based upon awards ultimately expected to vest, forfeitures have been accounted for when they occur.

The following table reflects Time-based RSUs, Relative TSR PSUs, Special/Growth PSUs and common stock granted during the three and nine months ended June 29, 2019 and June 30, 2018:



	Three months ended		Nine months ended
(shares in thousands)	June 29, 2019	June 30, 2018	June 29, 2019	June 30, 2018
Time-based RSUs	2	3	521	452
Relative TSR PSUs	1	1	166	154
Special/Growth PSUs	1	—	56	59
Common stock	10	8	28	25
Equity-based compensation in shares	14	12	771	690

The following table reflects total equity-based compensation expense, which includes Time-based RSUs, Relative TSR PSUs, Special/Growth PSUs and common stock, included in the Consolidated Condensed Statements of Operations during the three and nine months ended June 29, 2019 and June 30, 2018:



	Three months ended				Nine months ended
(in thousands)	June 29, 2019		June 30, 2018		June 29, 2019		June 30, 2018
Cost of sales	$	161	$	126	$	471	$	384
Selling, general and administrative	2,616		2,111		7,871		5,877
Research and development	820		656		2,430		1,963
Total equity-based compensation expense	$	3,597	$	2,893	$	10,772	$	8,224

The following table reflects equity-based compensation expense, by type of award, for the three and nine months ended June 29, 2019 and June 30, 2018:



	Three months ended				Nine months ended
(in thousands)	June 29, 2019		June 30, 2018		June 29, 2019		June 30, 2018
Time-based RSUs	$	2,182	$	1,662	$	6,455	$	5,475
Relative TSR PSUs	1,020		935		3,213		1,910
Special/Growth PSUs	173		101		492		254
Common stock	222		195		612		585
Total equity-based compensation expense	$	3,597	$	2,893	$	10,772	$	8,224