QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
Title of each class |
Trading Symbol |
Name of each exchange on which registered | ||
☒ | Accelerated filer | ☐ | ||||
Non-accelerated filer | ☐ | Smaller reporting company | ||||
Emerging growth company |
• | On March 14, 2024, Vikram Gupta, SVP & GM, IoT Processors and Chief Product Officer, adopted a Rule 10b5-1 trading arrangement (as such term is defined in Item 408 of Regulation S-K) that is intended to satisfy the affirmative defense of Rule 10b5-1(c) for the sale of the net shares to be acquired upon the vesting of up to 46,651 restricted stock units and performance stock units, representing the right to acquire a share of the Company’s common stock until December 31, 2024. |
31.1 | Certification of Chief Executive Officer | |
31.2 | Certification of Chief Financial Officer | |
101 | Inline XBRL (“iXBRL”) for the information under Part II, Item 5, “Other Information” of this Amendment No. 1 on Form 10-Q/A | |
104 | Cover Page Interactive Data File – the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document |
SYNAPTICS INCORPORATED | ||||||
Date: August 9, 2024 | By: | /s/ Michael E. Hurlston | ||||
Name: | Michael E. Hurlston | |||||
Title: | President and Chief Executive Officer (Principal Executive Officer) | |||||
Date: August 9, 2024 | By: | /s/ Ken Rizvi | ||||
Name: | Ken Rizvi | |||||
Title: | Senior Vice President and Chief Financial Officer (Principal Financial Officer) |
Exhibit 31.1
Certification of Chief Executive Officer
I, Michael E. Hurlston, certify that:
1. I have reviewed this Quarterly Report on Form 10-Q/A of Synaptics Incorporated;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report.
Date: August 9, 2024
/s/ Michael E. Hurlston |
Michael E. Hurlston |
Chief Executive Officer |
Exhibit 31.2
Certification of Chief Financial Officer
I, Ken Rizvi, certify that:
1. I have reviewed this Quarterly Report on Form 10-Q/A of Synaptics Incorporated;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report.
Date: August 9, 2024
/s/ Ken Rizvi |
Ken Rizvi |
Chief Financial Officer |
Cover Page - shares |
3 Months Ended | |
---|---|---|
Mar. 30, 2024 |
May 02, 2024 |
|
Document Information [Line Items] | ||
Document Type | 10-Q/A | |
Amendment Flag | true | |
Document Period End Date | Mar. 30, 2024 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | SYNA | |
Entity Registrant Name | SYNAPTICS INCORPORATED | |
Entity Central Index Key | 0000817720 | |
Current Fiscal Year End Date | --06-26 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 39,497,538 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false | |
Title of 12(b) Security | Common Stock, par value $.001 per share | |
Security Exchange Name | NASDAQ | |
Entity File Number | 000-49602 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 77-0118518 | |
Entity Address, Address Line One | 1109 McKay Drive | |
Entity Address, City or Town | San Jose | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 95131 | |
City Area Code | 408 | |
Local Phone Number | 904-1100 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Amendment Description | EXPLANATORY NOTE Synaptics Incorporated (the “Company”) is filing this Amendment No. 1 on Form 10-Q/A (this “Amendment”) to its Quarterly Report on Form 10-Q for the fiscal quarter ended March 30, 2024, which was originally filed with the Securities and Exchange Commission (the “SEC”) on May 9, 2024 (the “Original Filing”). This Amendment is being filed to revise Part II “Item 5. Other Information” by adding a Rule 10b5-1 trading arrangement entered into by Vikram Gupta, our SVP and General Manager of IoT Processors and Chief Product Officer, during the quarter ended March 30, 2024, which was inadvertently omitted from the disclosure included in the Original Filing. In addition, as required by Rule 12b-15 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), new certifications by the Company’s principal executive officer and principal financial officer are filed herewith as exhibits to this Amendment, under Item 6 hereof, pursuant to Rule 13a-14(a) or 15d-14(a) of the Exchange Act. Because no financial statements have been included in this Amendment and this Amendment does not contain or amend any disclosure with respect to Items 307 and 308 of Regulation S-K, paragraphs 3, 4 and 5 of the certifications have been omitted. The Company is also not including new certifications under Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) (Section 906 of the Sarbanes-Oxley Act of 2002), as no financial statements are being filed with this Amendment. Other than as expressly set forth herein, this Amendment does not, and does not purport to, amend, update or restate the information in Original Filing or reflect any events that have occurred after the Original Filing was made. Information not affected by this Amendment remains unchanged and reflects the disclosures made at the time as of which the Original Filing was made. No changes have been made to the financial statements of the Company as contained in the Original Filing. Accordingly, this Amendment should be read together with the Original Filing and the Company’s other filings with the SEC. |
Insider Trading Arrangements |
3 Months Ended |
---|---|
Mar. 30, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Rule 10b51 Arr Modified [Flag] | false |
NonRule 10b51 Arr Modified [Flag] | false |