8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported): April 28, 2015

 PERICOM SEMICONDUCTOR CORPORATION

(Exact Name of Registrant as Specified in its Charter)

California

(State or Other Jurisdiction of Incorporation)

0-27026 (Commission File Number) 77-0254621 (I.R.S. Employer Identification No.)

1545 Barber Lane, Milpitas, California 95035

(Address of Principal Executive Offices) (Zip Code)

(408) 232-9100

(Registrant’s Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition.

On April 28, 2015, Pericom Semiconductor Corporation issued a press release announcing earnings for the fiscal third quarter 2015 ended March 28, 2015. A copy of the press release and presentation slides which will be discussed in Pericom’s webcast earnings call are attached hereto as Exhibits 99.1 and 99.2, respectively.

The information in this current report on Form 8-K (including Exhibits 99.1 and 99.2) is being furnished pursuant to Item 12 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section.

Item 9.01 Financial Statements, Pro Forma Financial Information and Exhibits.

(c) Exhibits.

The exhibit listed below is being furnished with this Form 8-K.

Exhibit Number	Description
99.1	Press Release issued by Pericom Semiconductor Corporation entitled “Pericom Semiconductor Reports Fiscal Third Quarter 2015 Financial Results” dated April 28, 2015
99.2	Earnings Presentation Slides

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

PERICOM SEMICONDUCTOR CORPORATION

By:	/s/ Kevin S. Bauer
	Kevin S. Bauer
	Chief Financial Officer

Date: April 28, 2015

EX-99.1

Exhibit 99.1

PERICOM SEMICONDUCTOR REPORTS

FISCAL THIRD QUARTER 2015 FINANCIAL RESULTS

Achieved Non-GAAP Gross Margin of 47.9% and EPS of $0.17

Milpitas, Calif. – April 28, 2015 - Pericom Semiconductor Corporation (NASDAQ: PSEM), a worldwide supplier of high performance connectivity and timing solutions, today announced results for its fiscal 2015 third quarter ended March 28, 2015.

THIRD QUARTER HIGHLIGHTS

§ Revenues increased 3.5% year-over-year to $31.8 million

§ Achieved 46.3% gross margin (47.9% non-GAAP), a year-over-year increase of 550 bps

§ Operating margin was 7.9% (14.1% non-GAAP) as compared with 1.3% in the same quarter last year

§ Net income was $0.11 per diluted share as compared with $0.07 in Q3 last year

§ Non-GAAP net income was $0.17 per diluted share as compared with $0.08 in Q3 last year

§ Paid quarterly dividend of $0.06 per share

“Our continued execution during the quarter led to record non-GAAP gross margin of 47.9 percent, increasing 540 basis points over the prior year period. Combined with a 760 basis point year-over-year improvement in non-GAAP operating margin, we achieved non-GAAP earnings per diluted share of $0.17,” said Alex Hui, President and CEO of Pericom. “Revenue in the quarter reflected sequential strength in our networking and server & storage end markets, primarily offset by softer than expected demand for our timing products. Looking forward, we expect continued improvement in profitability as we further expand our content in high-growth applications.”

Net revenues for the third quarter were $31.8 million, up 3.5% from the $30.7 million reported in the year-ago quarter, and down 4.5% compared to $33.3 million in the second quarter of fiscal 2015. Revenue increased year-over-year primarily as a result of strength in the PC/notebook and server & storage end markets.

GAAP gross margin was 46.3% in the third quarter, a 550 basis point increase from 40.8% during the third quarter of fiscal 2014, and a 170 basis point increase compared to 44.6% in the prior quarter.

GAAP operating income in the fiscal third quarter was $2.5 million, or 7.9% of revenue, compared with $0.4 million, or 1.3% of revenue, in the third quarter of 2014, and operating income of $2.8 million, or 8.3% of revenue, in the second quarter of 2015.

GAAP net income for the third quarter was $2.5 million, or $0.11 per diluted share, compared with net income of $1.6 million, or $0.07 per diluted share, in the third quarter of 2014, and net income of $3.7 million, or $0.16 per diluted share in the second quarter of fiscal 2015.

To facilitate the complete understanding of comparable financial performance between periods, Pericom also presents performance results net of certain non-cash and one-time items as non-GAAP measures.

On a non-GAAP basis, gross margin was 47.9% in the third quarter, a 540 basis point increase from 42.5% during the third quarter of fiscal 2014, and a 170 basis point increase compared to 46.2% in the prior quarter.

On a non-GAAP basis, fiscal third quarter operating income was $4.5 million, or 14.1% of revenue, compared to $2.0 million, or 6.5% of revenue, in the year-ago quarter, and operating income of $4.5 million, or 13.5% of revenue, in the second quarter of 2015.

NEWS RELEASE April 28, 2015

On a non-GAAP basis, net income for the third quarter was $3.9 million, or $0.17 per diluted share, compared to non-GAAP net income of $1.8 million, or $0.08 per diluted share, in the year-ago quarter, and non-GAAP net income of $5.0 million, or $0.22 per diluted share, in the second quarter of fiscal 2015.

New Products

In the third quarter of fiscal 2015, Pericom introduced a total of 16 new products in our Signal Integrity, Connectivity, Switching, and Timing product areas. All of these products are targeted to our focus market segments, and were sampled to key customers during the quarter.

We introduced 1 new Connectivity product – a video/audio media bridge targeting PCIe video, automotive camera, and video server applications.

We introduced 2 new switches including a Type C protocol switch and a 12Gb high performance switch targeting server, storage/server, PC computing, and mobile platform applications. Type C refers to the new USB connector that will replace existing, older USB connectors on almost all devices over the next few years. The new Type C is small, doesn’t care which way the connector is inserted, and can handle higher data rates and more power.

We expanded our Timing solutions for next generation enterprise and cloud computing platforms with 1 new XO product family with frequency programming, and 8 high performance clock buffers and low-power clock generators aimed at enterprise/ networking and cloud storage applications.

For Signal Integrity we introduced 4 new products, including additions to the USB3 5Gb redriver for mobility platforms, a new automotive USB3 ReDriver with AEC-Q rating for infotainment systems, and an HDMI active redriver/mux aimed at consumer and computing applications.

Dividend

On January 26, 2015, the Company announced that Pericom’s Board of Directors had approved the initiation of quarterly cash dividends, commencing with a dividend of $0.06 per share of common stock for the quarter ended December 27, 2014. The Company’s dividend of $0.06 per share of common stock for the quarter ended March 28, 2015 will be payable on May 26, 2015 to shareholders of record at the close of business on May 12, 2015.

Share Repurchase Update

The Company repurchased 73,677 shares in the three months ended March 28, 2015 for an aggregate cost of $1.0 million at an average per share purchase price of $13.72. The remaining balance of potential share repurchases under the authorization is approximately $21.6 million. Shares may be repurchased from time to time in the open market or through private transactions, at the discretion of Pericom management. As of April 22, 2015, Pericom had approximately 22.4 million shares of common stock outstanding.

Fiscal Q4 2015 Outlook

The following statements are based on current expectations. These statements are forward looking, and actual results may differ materially. For the fiscal quarter ended June 27, 2015 guidance is as follows:

· Revenues are expected to be in the range of $31.0 million to $33.0 million.

· GAAP gross margins are expected to be between 44.0% and 46.0%, and adjusting for share-based compensation, amortization of intangibles and fair value adjustments that are expected to total approximately 1.5%, non-GAAP gross margins are expected to be in the 45.5% to 47.5% range.

· GAAP operating expenses are expected to be approximately $12.2 million, and adjusting for share-based compensation, amortization of intangibles and fair value adjustments that are expected to total approximately $1.2 million, non-GAAP operating expenses are expected to be approximately $11.0 million.

· Other income is expected to be approximately $1.0 million on both a GAAP and non-GAAP basis.

· The effective tax rate is expected to be approximately 24% on a GAAP basis and approximately 20% on a non-GAAP basis.

1545 Barber Lane Milpitas, CA 95035 (408) 232-9100

NEWS RELEASE April 28, 2015

Conference Call

The press release will be followed by a conference call beginning at 1:30 p.m. Pacific time on April 28, 2015. To listen to the call, dial (877) 377-7103 and provide the operator with conference ID 28420725. A slide presentation will accompany the conference call. To view the slides, please visit the investor relations section of www.pericom.com.

The Pericom financial results conference call will also be available via a live webcast on the investor relations section of the website at http://www.pericom.com. Access the website 15 minutes prior to the start of the call to download and install any necessary audio software. An archived webcast replay will be available on the website for approximately 90 days.

About Pericom

Pericom Semiconductor Corporation (NASDAQ: PSEM) enables serial connectivity with the industry's most complete solutions for the computing, communications, consumer and embedded market segments. Pericom's analog, digital and mixed-signal integrated circuits, along with its frequency control products are essential in the timing, switching, bridging and conditioning of high-speed signals required by today's ever-increasing speed and bandwidth demanding applications. Company headquarters is in Milpitas, California, with design centers and technical sales and support offices globally. Pericom and the Pericom logo are trademarks or registered trademarks of Pericom Semiconductor Corp in the U.S. and/or other countries. Our website is http://www.pericom.com.

Non-GAAP Financial Information

In addition to disclosing financial results calculated in accordance with U.S. generally accepted accounting principles (GAAP), this announcement of operating results contains non-GAAP financial measures that exclude the income statement effects of share-based compensation, amortization of intangible assets, fair value adjustments on acquired fixed assets, restructuring charges, lease restructuring and moving costs, asset write-offs, tax provision on intercompany transactions, the corresponding tax effects and the effects of excluding share-based compensation upon the number of diluted shares used in calculating non-GAAP earnings per share.

We have excluded share-based compensation expense in calculating these non-GAAP financial measures.  These expenses are non-cash in nature and rely on valuations of the future market price of our common stock that is difficult to predict and is affected by market factors that are largely not within the control of management. We have excluded amortization of intangible assets, amortization of fair value adjustments on acquired fixed assets, restructuring charges, lease restructuring and moving costs, asset write-offs, tax provision on intercompany transactions and the corresponding tax effects because we do not consider them to be related to our core operating performance. We also use non-GAAP data in calculating certain metrics such as non-GAAP cost of goods sold in computing inventory days of supply.

We use the non-GAAP financial measures that exclude these items to make strategic decisions, forecast future results and evaluate the Company’s current operating performance. We believe that the presentation of non-GAAP financial measures that exclude these items is useful to investors because we do not consider these charges either part of the day-to-day business or reflective of the core operational activities of the Company that are within the control of management or that are used to evaluate the Company’s operating performance.

The non-GAAP financial measures disclosed by the Company should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations to those financial statements should be carefully evaluated. The non-GAAP financial measures used by the Company may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies. The Company has provided reconciliations of the non-GAAP financial measures to the most directly comparable GAAP financial measures.

1545 Barber Lane Milpitas, CA 95035 (408) 232-9100

NEWS RELEASE April 28, 2015

Safe Harbor Statement

This press release contains forward-looking statements as defined under The Securities Litigation Reform Act of 1995. Forward-looking statements in this release include statements by our CEO concerning future business and continued improvement in profitability and the statements under the captions “Fiscal Q4 2015 Outlook”, which regard the anticipated revenues, gross margin, operating expenses, other income, and effective tax rate in the fourth fiscal quarter of 2015. The Company’s actual results could differ materially from what is set forth in such forward-looking statements due to a variety of risk factors, including softness in demand for our products, price erosion for certain of our products, unexpected difficulties in developing new products, customer decisions to reduce inventory, economic or financial difficulties experienced by our customers, or technological and market changes. All forward-looking statements included in this document are made as of the date hereof, based on information available to the Company as of the date hereof, and Pericom assumes no obligation to update any forward-looking statements. Parties receiving this release are encouraged to review our annual report on Form 10-K for the year ended June 28, 2014, the quarterly report on Form 10-Q for the quarter ended December 27, 2014, and in particular, the risk factors section contained in those reports.

Contact: Kevin Bauer

Pericom Semiconductor

Tel: 408 232-9100

kbauer@pericom.com

1545 Barber Lane Milpitas, CA 95035 (408) 232-9100

Pericom Semiconductor Corporation

Condensed Consolidated Statements of Operations

(In thousands, except per share data)

(unaudited)

	Three Months Ended								Nine Months Ended
	March 28,			December 27,		March 29,			December 27,		March 29,
	2015			2014		2014			2014		2014
Net revenues	$	31,757		$	33,255	$	30,681		$	98,271	$	95,329
Cost of revenues		17,054			18,427		18,175			54,660		57,795
Gross profit		14,703			14,828		12,506			43,611		37,534
Operating expenses:
Research and development		4,614			4,390		4,694			13,592		15,013
Selling, general and administrative		7,573			7,682		7,407			22,555		22,220
Total operating expenses		12,187			12,072		12,101			36,147		37,233
Income (loss) from operations		2,516			2,756		405			7,464		301
Interest and other income, net		1,039			745		696			2,476		2,060
Foreign exchange gain		(492	)		1,190		106			1,281		276
Income before income taxes		3,063			4,691		1,207			11,221		2,637
Income tax expense (benefit)		635			1,113		(421	)		2,758		(521	)
Net income from consolidated companies		2,428			3,578		1,628			8,463		3,158
Equity in net income of unconsolidated affiliates		35			74		13			148		82
Net income	$	2,463		$	3,652	$	1,641		$	8,611	$	3,240
Basic income per share	$	0.11		$	0.17	$	0.07		$	0.39	$	0.14
Diluted income per share	$	0.11		$	0.16	$	0.07		$	0.38	$	0.14
Shares used in computing basic income per share		22,436			22,110		22,659			22,161		22,751
Shares used in computing diluted income per share		23,049			22,624		22,880			22,645		22,950

Pericom Semiconductor Corporation

Supplemental Information

(In thousands)

(unaudited)

	Three Months Ended						Nine Months Ended
	March 28,		December 27,		March 29,		March 28,		March 29,
	2015		2014		2014		2015		2014
Share-based compensation
Cost of revenues	$	41	$	56	$	40	$	130	$	126
Research and development		365		299		257		882		867
Selling, general and administrative		804		595		420		1,857		1,204
Share-based compensation expense	$	1,210	$	950	$	717	$	2,869	$	2,197
Amortization of intangible assets
Cost of revenues	$	473	$	473	$	483	$	1,424	$	1,452
Research and development		-		-		-		-		67
Selling, general and administrative		244		248		249		739		745
Amortization of intangible assets	$	717	$	721	$	732	$	2,163	$	2,264

Pericom Semiconductor Corporation

Reconciliation of GAAP Net Income to Non-GAAP Net Income

(In thousands)

(unaudited)

	Three Months Ended									Nine Months Ended
	March 28,			December 27,			March 29,			March 28,			March 29,
	2015			2014			2014			2015			2014
GAAP net income	$	2,463		$	3,652		$	1,641		$	8,611		$	3,240
Reconciling items:
Share-based compensation expense		1,210			950			717			2,869			2,197
Amortization of intangible assets		717			721			732			2,163			2,264
Fair value adjustment to depreciation expense on acquired fixed assets		50			51			51			152			153
Restructuring charge		-			-			95			112			190
Write-off of assets		-			109			-			109			210
Release of tax reserves		-			-			(1,035	)		-			(1,776	)
Tax on intercompany transaction		-			-			-			-			15
Lease restructuring and moving costs		-			-			-			-			522
Tax effect of adjustments		(521	)		(461	)		(383	)		(1,359	)		(1,378	)
Total reconciling items		1,456			1,370			177			4,046			2,397
Non-GAAP net income	$	3,919		$	5,022		$	1,818		$	12,657		$	5,637
Reconciliation of GAAP Diluted EPS to Non-GAAP Diluted EPS
(unaudited)
Diluted net income per share:
GAAP diluted income per share	$	0.11		$	0.16		$	0.07		$	0.38		$	0.14
Adjustments:
Share-based compensation expense		0.05			0.04			0.03			0.12			0.09
Amortization of intangible assets		0.03			0.03			0.03			0.09			0.10
Fair value adjustment to depreciation expense on acquired fixed assets		-			-			-			-			0.01
Restructuring charge		-			0.01			0.01			0.01			0.01
Write-off of assets		-			-			-			-			0.01
Release of tax reserves		-			-			(0.04	)		-			(0.08	)
Tax on intercompany transaction		-			-			-			-			-
Lease restructuring and moving costs		-			-			-			-			0.02
Tax effect of adjustments		(0.02	)		(0.02	)		(0.02	)		(0.06	)		(0.06	)
Total adjustments		0.06			0.06			0.01			0.16			0.10
Non-GAAP diluted income per share	$	0.17		$	0.22		$	0.08		$	0.54		$	0.24
Shares used in diluted net income per share calculation:
GAAP		23,049			22,624			22,880			22,645			22,950
Exclude the benefit of share-based compensation expense (1)		441			412			526			446			447
Non-GAAP		23,490			23,036			23,406			23,091			23,397

(1) For purposes of calculating non-GAAP diluted net income per share, the GAAP diluted weighted average shares outstanding is adjusted to exclude the benefits of unamortized stock compensation costs that are treated as proceeds assumed to be used to repurchase shares under the GAAP treasury stock method.

Pericom Semiconductor Corporation

Reconciliation of GAAP Gross Profit to Non-GAAP Gross Profit

(In thousands)

(unaudited)

	Three Months Ended									Nine Months Ended
	March 28,			December 27,			March 29,			March 28,			March 29,
	2015			2014			2014			2015			2014
GAAP gross profit	$	14,703		$	14,828		$	12,506		$	43,611		$	37,534
- % of revenues		46.3	%		44.6	%		40.8	%		44.4	%		39.4	%
Reconciling items:
Share-based compensation		41			56			40			130			126
Amortization of intangible assets		473			473			483			1,424			1,452
Fair value adjustment to depreciation expense on acquired fixed assets		10			10			10			30			30
Restructuring charge		-			-			-			84			-
Total reconciling items		524			539			533			1,668			1,608
Non-GAAP gross profit	$	15,227		$	15,367		$	13,039		$	45,279		$	39,142
- % of revenues		47.9	%		46.2	%		42.5	%		46.1	%		41.1	%
Reconciliation of GAAP R&D Expenses to Non-GAAP R&D Expenses
(unaudited)
GAAP research and development expenses	$	4,614		$	4,390		$	4,694		$	13,592		$	15,013
- % of revenues		14.5	%		13.2	%		15.3	%		13.8	%		15.7	%
Reconciling items:
Share-based compensation		(365	)		(299	)		(257	)		(882	)		(867	)
Amortization of intangible assets		-			-			-			-			(67	)
Fair value adjustment to depreciation expense on acquired fixed assets		(10	)		(10	)		(10	)		(30	)		(30	)
Restructuring charge		-			-			(59	)		(28	)		(137	)
Write-off of assets		-			-			-			-			(210	)
Total reconciling items		(375	)		(309	)		(326	)		(940	)		(1,311	)
Non-GAAP research and development expenses	$	4,239		$	4,081		$	4,368		$	12,652		$	13,702
- % of revenues		13.3	%		12.3	%		14.2	%		12.9	%		14.4	%
Reconciliation of GAAP SG&A Expenses to Non-GAAP SG&A Expenses
(unaudited)
GAAP selling, general and administrative expenses	$	7,573		$	7,682		$	7,407		$	22,555		$	22,220
- % of revenues		23.8	%		23.1	%		24.1	%		23.0	%		23.3	%
Reconciling items:
Share-based compensation		(804	)		(595	)		(420	)		(1,857	)		(1,204	)
Amortization of intangible assets		(244	)		(248	)		(249	)		(739	)		(745	)
Fair value adjustment to depreciation expense on acquired fixed assets		(30	)		(31	)		(31	)		(92	)		(93	)
Restructuring charge		-			-			(36	)		-			(53	)
Lease restructuring and moving costs		-			-			-			-			(522	)
Total reconciling items		(1,078	)		(874	)		(736	)		(2,688	)		(2,617	)
Non-GAAP selling, general and administrative expenses	$	6,495		$	6,808		$	6,671		$	19,867		$	19,603
- % of revenues		20.5	%		20.5	%		21.7	%		20.2	%		20.6	%

Pericom Semiconductor Corporation

Condensed Consolidated Balance Sheets

(In thousands)

(unaudited)

	As of		As of
	March 28, 2015		June 28, 2014
Assets
Current assets:
Cash and cash equivalents	$	39,208	$	33,020
Short-term investments		99,824		86,104
Accounts receivable - trade		22,918		24,036
Inventories		14,078		12,288
Prepaid expenses and other current assets		4,719		5,336
Deferred income taxes		764		726
Total current assets		181,511		161,510
Property, plant and equipment - net		56,865		58,537
Investments in unconsolidated affiliates		2,413		2,445
Deferred income taxes non-current		2,518		2,460
Intangible assets		4,772		7,009
Other assets		7,964		8,118
Total assets	$	256,043	$	240,079
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable	$	13,752	$	8,927
Accrued liabilities		11,896		9,934
Total current liabilities		25,648		18,861
Industrial development subsidy		5,606		6,354
Deferred tax liabilities		4,820		5,460
Other long-term liabilities		1,961		1,912
Total liabilities		38,035		32,587
Shareholders' equity:
Common stock and paid in capital		118,618		113,118
Retained earnings and other comprehensive income		99,390		94,374
Total shareholders' equity		218,008		207,492
Total liabilities and shareholders' equity	$	256,043	$	240,079

EX-99.2

Exhibit 99.2

Pericom Semiconductor: (NASDAQ: PSEM) Q3FY15 Earnings

2 Copyright Pericom Semiconductor Corp 2015 Confidential » This presentation will include remarks about future expectations, plans and prospects for Pericom which constitute forward - looking statements for purposes of the safe - harbor provisions under applicable federal securities laws. Such forward - looking statements include the statements in the slide entitled ”Q4FY15 Business Outlook”, which sets forth expected revenues, gross margin and other financial results for the fiscal fourth quarter . » Actual results may differ materially from our forward - looking statements, as a result of various important risks and uncertainties, including unexpected softness in demand for our products, price erosion for certain of our products, customer decisions to reduce inventory and other risks and uncertainties which are detailed and may be reviewed in the Company’s filings with the SEC. » All forward - looking statements included in this presentation are made as of the date of this presentation, and Pericom expressly disclaims any obligation to update the information provided in this presentation, except as required by law. » We encourage you to review our most recent annual report on Form 10 - K and our most recent quarterly report on Form 10 - Q filed with the SEC and, in particular the risk factor sections of those filings. Safe Harbor

3 Copyright Pericom Semiconductor Corp 2015 Confidential Q3’15 Q2’15 QoQ Q3’14 YoY Revenue $31.8M $33.3M ($1.5M) $30.7M $1.1M Gross Margin 47.9% 46.2% +1.7% 42.5% +5.4% Operating Income $4.5M $4.5M - $2.0M $2.5M Operating Margin 14.1% 13.5% +0.6% 6.5% +7.6% Net Income $3.9M $5.0M ($1.1M) $1.8M $2.1M Net Margin 12.3% 15.1% (2.8%) 5.9% +6.4% EPS - diluted $0.17 $0.22 ($0.05) $0.08 $0.09 Tax Rate 22.9% 24.1% (1.2%) 35.6% (12.7%) Q3FY15 Earnings Overview (Non - GAAP Results)

4 Copyright Pericom Semiconductor Corp 2015 Confidential Mar 2015 Cash & Investments $139M Working Capital $156M Total Assets $256M Total Liabilities $38M Shareholders’ Equity $218M Book Value / Share $9.68 Tangible Net Worth / Share $9.47 Cash & Investments / Share $6.17 Strong Balance Sheet

5 Copyright Pericom Semiconductor Corp 2015 Confidential » Market Segment » Networking / Telecom 35% » Consumer 13% » PC Notebook 19% » Server / Storage 15% » Embedded 12% » Others 6% » Product Line » ICs – 65% » Frequency Control Products (FCP) – 35% Q3 Revenue Mix » Geographic » Asia – 91% » N. America 5% » Europe 4% » Channel » Distribution – 65% » CMs – 28% » OEMs – 7 % » Key End Customers » Top five – 30% » No customer > 10%

6 Copyright Pericom Semiconductor Corp 2015 Confidential » Introduced 16 new products: » Targeted to our focus market segments (in parenthesis) » Connectivity – 1 new product: » V ideo/audio media bridge (PCIe video, Automotive camera, and video server) » Switching – 2 new products: » Type C protocol switch (PC computing, Mobile platforms) » 12Gb high performance switch (Storage/server, Cloud, Enterprise) » Timing – 9 new products: » High Performance Clock Generators and Buffers – (Enterprise, Cloud Computing, Telecom) » Frequency Programmable XO family (Networking, Enterprise, Embedded) » Signal Integrity – 4 new products: » Additions to USB3 ReDriver family – (Mobility, Server, Consumer) » Automotive USB3 ReDriver – AEC - Q rating for infotainment systems » HDMI Redriver/mux (Consumer , Computing) New Products – 3QFY15

7 Copyright Pericom Semiconductor Corp 2015 Confidential Q4 FY15 Business Outlook (Non - GAAP) Range of Estimates Revenue $31.0M to $33.0M Gross Margin 45.5% to 47.5% Operating Expense Approx. $11.0M Other Income Approx. $1.0M Tax Rate Approx . 20%

8 Copyright Pericom Semiconductor Corp 2015 Confidential Pericom Semiconductor: Enabling High - speed Serial Connectivity ( Nasdaq : PSEM) Fiscal 3Q15 Earnings Q & A