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Pay vs Performance Disclosure

12 Months Ended

Jun. 30, 2024

USD ($)

Jun. 25, 2023

USD ($)

Jun. 26, 2022

USD ($)

Jun. 27, 2021

USD ($)

Pay vs Performance Disclosure

Pay vs Performance Disclosure, Table

Pay Versus Performance

The following disclosure has been prepared in accordance with the pay versus performance disclosure requirements set forth in Item 402(v) of Regulation S-K under the Exchange Act, which requires the presentation of certain information about the relationship between the compensation of our NEOs and our performance. Amounts reported as “Compensation Actually Paid” differ from the compensation amounts disclosed elsewhere in this proxy statement and do not reflect the value of the compensation actually received by the NEOs, including our CEO, who serves as our principal executive officer (“PEO”). For information about how our executive compensation program seeks to align pay with performance, please refer to “Executive Compensation and Other Information – Compensation Discussion and Analysis” beginning on page 30.

Figure 55. Pay Versus Performance


			Average Summary Compensation Table Total for Non-PEO Named Executive Officers ($)⁽¹⁾	Average Compensation Actually Paid to Non-PEO Named Executive Officers ($)⁽¹⁾⁽²⁾	Value of Initial Fixed $100 Investment Based On:⁽³⁾
Fiscal Year	Summary Compensation Table Total for PEO ($)⁽¹⁾	Compensation Actually Paid to PEO ($)⁽¹⁾⁽²⁾			Total Shareholder Return ^($)	Peer Group Total Shareholder Return ($)⁽⁴⁾	Net Income ($ in thousands)	Non-GAAP Operating Income as a Percentage of Revenue (%)⁽⁵⁾
2024	30,135,041	71,745,236	6,933,795	15,027,121	368	300	3,827,772	30.3
2023	18,310,099	35,457,770	4,654,089	8,924,931	209	190	4,510,931	30.7
2022	16,941,156	10,266,747	4,179,804	3,029,959	152	145	4,605,286	31.3
2021	15,495,736	56,855,461	4,171,767	17,871,377	211	171	3,908,458	31.5

(1)	Timothy M. Archer was our CEO for each of the years presented. Our other NEOs, other than the CEO, during the years presented were as follows:

•	FY 2024: Douglas R. Bettinger, Patrick J. Lord, Seshasayee (Sesha) Varadarajan, and Vahid Vahedi

•	FY 2023: Douglas R. Bettinger, Patrick J. Lord, Vahid Vahedi, and Seshasayee (Sesha) Varadarajan

•	FY 2022: Douglas R. Bettinger, Patrick J. Lord, Vahid Vahedi, and Seshasayee (Sesha) Varadarajan

•	FY 2021: Douglas R. Bettinger, Richard A. Gottscho, Patrick J. Lord, and Vahid Vahedi

(2)

The following table presents the amounts deducted from and added to our CEO's total compensation for each year, as well as the average amounts deducted from and added to the average of the total compensation for the other NEOs, other than the CEO, for each year, as reported in the Summary Compensation Table, in order to determine the “compensation actually paid” to our CEO and the average “compensation actually paid” to the other NEOs, in accordance with SEC rules. Neither our CEO nor the other NEOs participated in any defined benefit or actuarial pension plans (including supplemental plans) during the years presented, and no such plans are reported in the Summary Compensation Table. As a result, no information regarding deductions or additions related to pension plans is presented.

For purposes of these adjustments, the fair value of equity awards was determined as follows: (i) for service-based RSUs at fiscal year-end, using the closing price of the Company's common stock on the last trading day preceding the fiscal year-end; (ii) for Market-based PRSUs at fiscal year-end, using a Monte Carlo simulation model with assumptions for expected volatility, risk-free interest rate, expected term and dividend yield determined as of the fiscal year-end; (iii) for service-based RSUs and Market-based PRSUs upon vesting, using the closing price of the Company's common stock on the vesting date; (iv) for stock option awards at fiscal year-end, using a Black-Scholes option valuation model with assumptions for expected volatility, risk-free interest rate, expected term and dividend yield determined as of the fiscal year-end; and (v) for stock option awards upon vesting, using a Black-Scholes option valuation model with assumptions for expected volatility, risk-free interest rate, expected term and dividend yield determined as of the vesting date.


	CEO				Other NEOs (Average)
Adjustments	FY 2024	FY 2023	FY 2022	FY2021	FY 2024	FY 2023	FY 2022	FY2021
Summary Compensation Table (SCT) Total	30,135,041	18,310,099	16,941,156	15,495,736	6,933,795	4,654,089	4,179,804	4,171,767
(Deduct): SCT “Stock Awards” column value	(19,847,946)	(11,291,907)	(10,079,176)	(11,071,172)	(4,371,479)	(2,709,589)	(2,122,367)	(2,591,242)
(Deduct): SCT “Option Awards” column value	(6,261,433)	(3,643,192)	(2,669,527)	(1,195,482)	(1,160,663)	(737,158)	(510,227)	(295,211)
Add: year-end fair value of equity awards granted in the applicable fiscal year that are outstanding and unvested as of the applicable fiscal year-end	26,917,750	18,979,835	11,041,230	13,042,142	4,637,696	4,391,629	2,280,231	3,081,156
Add (Deduct): year-over-year change in fair value of equity awards granted in prior years that are outstanding and unvested as of the applicable fiscal year-end	30,177,855	7,625,472	(7,109,304)	27,474,359	6,531,859	1,681,231	(1,644,600)	8,431,240
Add: vesting date fair value of equity awards granted and vested in the applicable fiscal year	—	—	—	—	—	—	—	—
Add (Deduct): year-over-year change in fair value of equity awards granted in prior years that vested in the applicable fiscal year	10,623,969	5,477,463	2,142,368	13,109,878	2,455,913	1,644,729	847,118	5,073,667
(Deduct): fair value as of prior year-end of equity awards granted in prior years that failed to vest in the applicable fiscal year	—	—	—	—	—	—	—	—
Add: dollar value of dividends/earnings paid on equity awards in the applicable fiscal year	—	—	—	—	—	—	—	—
Compensation Actually Paid	71,745,236	35,457,770	10,266,747	56,855,461	15,027,121	8,924,931	3,029,959	17,871,377

(3)	Total shareholder return is calculated based on the value of an initial fixed investment of $100 on June 26, 2020 through the end of the listed fiscal year, and assuming dividends are reinvested.

(4)	The peer group used is the PHLX Semiconductor Sector Total Return Index, which is the same peer group used in Part II, Item 5 of our Form 10-K.

(5)	Appendix A contains a reconciliation of non-GAAP operating income as a percentage of revenue to the results reported in our financial statements.

Company Selected Measure Name

non-GAAP operating income as a percentage of revenue

Named Executive Officers, Footnote

(1)	Timothy M. Archer was our CEO for each of the years presented. Our other NEOs, other than the CEO, during the years presented were as follows:

•	FY 2024: Douglas R. Bettinger, Patrick J. Lord, Seshasayee (Sesha) Varadarajan, and Vahid Vahedi

•	FY 2023: Douglas R. Bettinger, Patrick J. Lord, Vahid Vahedi, and Seshasayee (Sesha) Varadarajan

•	FY 2022: Douglas R. Bettinger, Patrick J. Lord, Vahid Vahedi, and Seshasayee (Sesha) Varadarajan

•	FY 2021: Douglas R. Bettinger, Richard A. Gottscho, Patrick J. Lord, and Vahid Vahedi

Peer Group Issuers, Footnote

(4)	The peer group used is the PHLX Semiconductor Sector Total Return Index, which is the same peer group used in Part II, Item 5 of our Form 10-K.

PEO Total Compensation Amount

$ 30,135,041

$ 18,310,099

$ 16,941,156

$ 15,495,736

PEO Actually Paid Compensation Amount

$ 71,745,236

35,457,770

10,266,747

56,855,461

Adjustment To PEO Compensation, Footnote

(2)


	CEO				Other NEOs (Average)
Adjustments	FY 2024	FY 2023	FY 2022	FY2021	FY 2024	FY 2023	FY 2022	FY2021
Summary Compensation Table (SCT) Total	30,135,041	18,310,099	16,941,156	15,495,736	6,933,795	4,654,089	4,179,804	4,171,767
(Deduct): SCT “Stock Awards” column value	(19,847,946)	(11,291,907)	(10,079,176)	(11,071,172)	(4,371,479)	(2,709,589)	(2,122,367)	(2,591,242)
(Deduct): SCT “Option Awards” column value	(6,261,433)	(3,643,192)	(2,669,527)	(1,195,482)	(1,160,663)	(737,158)	(510,227)	(295,211)
Add: year-end fair value of equity awards granted in the applicable fiscal year that are outstanding and unvested as of the applicable fiscal year-end	26,917,750	18,979,835	11,041,230	13,042,142	4,637,696	4,391,629	2,280,231	3,081,156
Add (Deduct): year-over-year change in fair value of equity awards granted in prior years that are outstanding and unvested as of the applicable fiscal year-end	30,177,855	7,625,472	(7,109,304)	27,474,359	6,531,859	1,681,231	(1,644,600)	8,431,240
Add: vesting date fair value of equity awards granted and vested in the applicable fiscal year	—	—	—	—	—	—	—	—
Add (Deduct): year-over-year change in fair value of equity awards granted in prior years that vested in the applicable fiscal year	10,623,969	5,477,463	2,142,368	13,109,878	2,455,913	1,644,729	847,118	5,073,667
(Deduct): fair value as of prior year-end of equity awards granted in prior years that failed to vest in the applicable fiscal year	—	—	—	—	—	—	—	—
Add: dollar value of dividends/earnings paid on equity awards in the applicable fiscal year	—	—	—	—	—	—	—	—
Compensation Actually Paid	71,745,236	35,457,770	10,266,747	56,855,461	15,027,121	8,924,931	3,029,959	17,871,377

Non-PEO NEO Average Total Compensation Amount

$ 6,933,795

4,654,089

4,179,804

4,171,767

Non-PEO NEO Average Compensation Actually Paid Amount

$ 15,027,121

8,924,931

3,029,959

17,871,377

Adjustment to Non-PEO NEO Compensation Footnote

(2)


	CEO				Other NEOs (Average)
Adjustments	FY 2024	FY 2023	FY 2022	FY2021	FY 2024	FY 2023	FY 2022	FY2021
Summary Compensation Table (SCT) Total	30,135,041	18,310,099	16,941,156	15,495,736	6,933,795	4,654,089	4,179,804	4,171,767
(Deduct): SCT “Stock Awards” column value	(19,847,946)	(11,291,907)	(10,079,176)	(11,071,172)	(4,371,479)	(2,709,589)	(2,122,367)	(2,591,242)
(Deduct): SCT “Option Awards” column value	(6,261,433)	(3,643,192)	(2,669,527)	(1,195,482)	(1,160,663)	(737,158)	(510,227)	(295,211)
Add: year-end fair value of equity awards granted in the applicable fiscal year that are outstanding and unvested as of the applicable fiscal year-end	26,917,750	18,979,835	11,041,230	13,042,142	4,637,696	4,391,629	2,280,231	3,081,156
Add (Deduct): year-over-year change in fair value of equity awards granted in prior years that are outstanding and unvested as of the applicable fiscal year-end	30,177,855	7,625,472	(7,109,304)	27,474,359	6,531,859	1,681,231	(1,644,600)	8,431,240
Add: vesting date fair value of equity awards granted and vested in the applicable fiscal year	—	—	—	—	—	—	—	—
Add (Deduct): year-over-year change in fair value of equity awards granted in prior years that vested in the applicable fiscal year	10,623,969	5,477,463	2,142,368	13,109,878	2,455,913	1,644,729	847,118	5,073,667
(Deduct): fair value as of prior year-end of equity awards granted in prior years that failed to vest in the applicable fiscal year	—	—	—	—	—	—	—	—
Add: dollar value of dividends/earnings paid on equity awards in the applicable fiscal year	—	—	—	—	—	—	—	—
Compensation Actually Paid	71,745,236	35,457,770	10,266,747	56,855,461	15,027,121	8,924,931	3,029,959	17,871,377

Compensation Actually Paid vs. Total Shareholder Return

Relationship Between Compensation Actually Paid and Performance

The following graphs present the relationships between: (i) “compensation actually paid” (“CAP”), as disclosed in the Pay Versus Performance table, compared to our total shareholder return (“TSR”); (ii) our TSR compared to the TSR of the PHLX Semiconductor Sector Total Return Index, which is the Company's “peer group” for purposes of the Pay Versus Performance table; (iii) CAP as disclosed in the Pay Versus Performance table compared to our net income; and (iv) CAP as disclosed in the Pay Versus Performance table compared to our non-GAAP operating income as a percentage of revenue⁸.

8	Appendix A contains a reconciliation of non-GAAP operating income as a percentage of revenue to the results reported in our financial statements.

Figure 56. Relationships Between Compensation Actually Paid and Performance and Company TSR and Peer Group TSR

(1)	Total shareholder return is calculated based on the value of an initial fixed investment of $100 on June 26, 2020 through the end of the listed fiscal year, and assuming dividends are reinvested.

Compensation Actually Paid vs. Net Income

Relationship Between Compensation Actually Paid and Performance

8	Appendix A contains a reconciliation of non-GAAP operating income as a percentage of revenue to the results reported in our financial statements.

Figure 56. Relationships Between Compensation Actually Paid and Performance and Company TSR and Peer Group TSR

Compensation Actually Paid vs. Company Selected Measure

Relationship Between Compensation Actually Paid and Performance

8	Appendix A contains a reconciliation of non-GAAP operating income as a percentage of revenue to the results reported in our financial statements.

Figure 56. Relationships Between Compensation Actually Paid and Performance and Company TSR and Peer Group TSR

(2)	Appendix A contains a reconciliation of non-GAAP operating income as a percentage of revenue to the results reported in our financial statements.

Total Shareholder Return Vs Peer Group

Relationship Between Compensation Actually Paid and Performance

8	Appendix A contains a reconciliation of non-GAAP operating income as a percentage of revenue to the results reported in our financial statements.

Figure 56. Relationships Between Compensation Actually Paid and Performance and Company TSR and Peer Group TSR

(1)	Total shareholder return is calculated based on the value of an initial fixed investment of $100 on June 26, 2020 through the end of the listed fiscal year, and assuming dividends are reinvested.

Tabular List, Table

Tabular List of Financial Performance Measures

The following table includes an unranked list of the financial performance measures that, in our assessment, represent the most important financial performance measures used by us to link compensation actually paid to our NEOs, for fiscal year 2024, to our performance. For more information about how these measures factor into our executive compensation program, please refer to “Executive Compensation and Other Information – Compensation Discussion and Analysis” beginning on page 30.

Figure 57. Financial Performance Measures


	Non-GAAP operating income as a percentage of revenue (Company-Selected Measure)
	Relative TSR (defined as the Company's TSR relative to the TSR of the PHLX Semiconductor Sector Total Return Index)
	Non-GAAP gross margin as a percentage of revenue