SLAB — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-05-05

• As announced on February 4, 2026, we entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Texas Instruments Incorporated (“Parent”) and Caldwell Merger Corp., a wholly-owned direct subsidiary of Parent (“Merger Subsidiary”), pursuant to which Merger Subsidiary will merge with a…

• In connection with the proposed Merger, for the three months ended April 4, 2026 we have incurred $11.2 million of costs, and expect to continue to incur financial advisory, legal, accounting, and other professional fees prior to the completion of the Merger, which could be significant.

• The global economic environment has experienced inflationary pressure, high interest rates, and geopolitical tensions. There continues to be uncertainty regarding international trade relations and trade policy, including those related to tariffs. The situation concerning the imposition of additional…

• Research and development expense in the recent three-month period increased, with increases of $1.7 million for new product introduction costs, $1.0 million from lower government incentives, and $0.6 million for IT-related costs, partially offset by a decrease of $3.1 million for amortization of int…

• The increase in selling, general and administrative expense in the recent three-month period was primarily due to $11.2 million from costs incurred due to the Merger, and a $2.9 million increase in personnel-related costs.

Text removed vs the prior filing · source: 10-Q · 2025-11-04

• In recent years, the global economic environment has experienced inflationary pressure, high interest rates, and geopolitical tension, and we have experienced declines in revenues as our customers slowed purchases to reduce existing inventories in response to a softening market. There continues to b…

• Research and development expense in the recent three-month period increased, with an increase of $10.7 million for personnel-related costs as a result of lower expenses in the prior year period due to cost containment measures, partially offset by decreases of $3.1 million for amortization of intang…

• The increase in selling, general and administrative expense in the recent three-month period was primarily due to a $6.5 million increase in personnel-related costs as a result of lower expenses in the prior year period due to cost containment measures and a $0.7 million increase in IT-related costs…

• respectively. The decrease in interest income and other, net in the recent three-month period was primarily due to lower interest rates in the current year period as compared to the prior year period. The increase in interest income and other, net in the recent nine-month period was primarily due a …

• Interest expense for the three and nine months ended October 4, 2025 was $0.2 million and $0.8 million, respectively, compared to $0.3 million and $1.1 million for the three and nine months ended September 28, 2024, respectively. The decrease in the recent nine-month period was primarily due to a ba…

Text added vs the prior filing · source: 10-Q · 2026-05-05

• •We may not complete the proposed Merger within the time frame we anticipate, or at all, which could have an adverse effect on our business, financial condition, results of operations, cash flows and stock price

• •Uncertainties associated with the Merger could adversely affect our business, results of operations, cash flows and financial condition

• •The Merger Agreement contains provisions that limit our ability to pursue alternatives to the Merger and that could deter or discourage a competing acquirer from making a favorable alternative transaction proposal

• •While the Merger Agreement is in effect, we are subject to restrictions on our business activities

• •Lawsuits arising in connection with the Merger could be costly, delay or prevent completion of the Merger, divert management’s attention and otherwise adversely affect our business

Text removed vs the prior filing · source: 10-Q · 2025-11-04

• Competition within the numerous markets we target may reduce sales of our products and reduce our market share

• The markets for semiconductors in general, and for mixed-signal products in particular, are intensely competitive. We expect that the market for our products will continually evolve and will be subject to rapid technological change. For

• example, new products and disruptive technologies are being developed, and companies with which we compete have implemented artificial intelligence (“AI”) strategies for products and service offerings. This rapid pace of technological change can create opportunities for our competitors and harm our …

• We may be the victim of business disruptions and security breaches, including cyber-attacks, which could lead to liability or could damage our reputation and financial results

• Information technology system and/or network disruptions, regardless of the cause, but including acts of sabotage, error, or other actions, could harm our operations. Failure to effectively prevent, detect, and recover from security breaches, including cyber-attacks, could result in the misuse of co…

Text added vs the prior filing · source: 10-Q · 2026-05-05

• There were no contracts, instructions or written plans for the purchase or sale of our securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c), nor were there any non-Rule 10b5-1 trading arrangements, entered into or terminated by our directors and officers (as defined un…

Text removed vs the prior filing · source: 10-Q · 2025-11-04

• The following table describes contracts, instructions, or written plans for the purchase or sale of our securities by our directors and officers (as defined under Rule 16b-1(f) of the Exchange Act) intended to satisfy the affirmative defense conditions of Rule 10b5-1(c), entered into during the quar…

• Name and Title of Director or OfficerDate of Adoption of ArrangementDuration of the ArrangementAggregate Number of Securities to be Purchased or Sold Pursuant to the Arrangement