Stockholders' Equity

12 Months Ended

Dec. 31, 2019

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.

In 2014, the Company's Board of Directors approved the initiation of a quarterly cash dividend program. Cash dividends were paid quarterly in 2019 and 2018 as follows:

Record date	Payment date	Amount (per share)		Record date	Payment date	Amount (per share)
March 14, 2019	March 28, 2019	$	0.0850	March 14, 2018	March 29, 2018	$	0.0675
June 13, 2019	June 27, 2019	$	0.0950	June 13, 2018	June 28, 2018	$	0.0850
September 12, 2019	September 26, 2019	$	0.0950	September 14, 2018	September 27, 2018	$	0.0850
December 12, 2019	December 23, 2019	$	0.0950	December 6, 2018	December 20, 2018	$	0.0850

The New Credit Facility also allows an unlimited amount of defined "Restricted Payments," which include cash dividends and share repurchases, provided the Company's pro forma leverage ratio is equal to or less than 2.50 to 1.00. If the Company's pro forma leverage ratio is greater than 2.50 to 1.00, the New Credit Facility allows such payments up to $100,000 per annum (subject to a cap of $300,000 for the term of the facility, with up to $25,000 of any unused amount of the $100,000 per annum base available for use in the next succeeding calendar year).

At December 31, 2019, the Company had reserved shares of common stock for future issuance as follows:

Restricted stock units outstanding			842,000
Phantom stock units outstanding			183,000
2007 Stock Incentive Program - available to grant			2,580,000
Convertible senior debentures, due 2040*			26,988
Convertible senior debentures, due 2041*			1,108,803
Convertible senior notes, due 2025*			24,410,520
Conversion of Class B common stock			12,097,409
			41,248,720

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*At December 31, 2019, the convertible senior debentures due 2040 and due 2041 are convertible into 24,001 and 986,058 shares, respectively, of Vishay common stock. The convertible senior notes due 2025 are convertible into 19,084,980 shares 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 convertible debt instruments.