Stockholders' Equity

12 Months Ended

Dec. 31, 2015

Stockholders' Equity [Abstract]

Stockholders' Equity

Note 7 – Stockholders' Equity

The Company's Class B common stock carries 10 votes per share while the common stock carries 1 vote per share. Class B shares are transferable only to certain permitted transferees while the common stock is freely transferable.  Class B shares are convertible on a one-for-one basis at any time into shares of common stock.  Transfers of Class B shares other than to permitted transferees result in the automatic conversion of the Class B shares into common stock.

The Board of Directors may only declare dividends or other distributions with respect to the common stock or the Class B common stock if it grants such dividends or distributions in the same amount per share with respect to the other class of stock.  Stock dividends or distributions on any class of stock are payable only in shares of stock of that class.  Shares of either common stock or Class B common stock cannot be split, divided, or combined unless the other is also split, divided, or combined equally.

On February 3, 2014, the Company's Board of Directors approved the initiation of a quarterly cash dividend program. Cash dividends of $0.06 per share of common stock and Class B common stock were paid on March 25, 2015, June 25, 2015, September 24, 2015, December 22, 2015, March 27, 2014, June 26, 2014, September 18, 2014, and December 16, 2014 to stockholders of record at the close of business on March 12, 2015, June 11, 2015, September 2, 2015, December 3, 2015, March 3, 2014, June 12, 2014, August 28, 2014, and November 26, 2014.  The amount and timing of any future dividends will be subject to approval by the Board of Directors.

The Amended and Restated Credit Facility allows an unlimited amount of defined "Restricted Payments," which include cash dividends and share repurchases, provided the Company's pro forma leverage ratio is less than 2.25 to 1.  If the Company's leverage ratio is greater than 2.25 to 1, the Amended and Restated Credit Facility allows such payments up to $75,000 per annum (subject to a cap of $225,000 for the term of the facility).  The amount and timing of any future stock repurchases or cash dividends remains subject to authorization of the Company's Board of Directors.

At December 31, 2015, the Company had reserved shares of common stock for future issuance as follows:

Restricted stock units outstanding	1,028,000
Phantom stock units outstanding	132,000
Common stock options outstanding	105,000
2007 Stock Incentive Program - available to grant	3,617,000
Exchangeable unsecured notes, due 2102	2,511,742
Convertible senior debentures, due 2040*	23,585,258
Convertible senior debentures, due 2041*	9,470,490
Convertible senior debentures, due 2042*	15,350,865
Conversion of Class B common stock	12,129,227
	67,929,582

___________________

*At December 31, 2015, the convertible senior debentures due 2040, due 2041, and due 2042 are convertible into 20,544,893, 8,177,775, and 13,175,925 shares, respectively, of Vishay common stock.  The Company has reserved adequate shares to ensure it could issue the maximum amount of shares to be delivered upon a make-whole fundamental change as defined in the indentures governing the debentures.