XML 57 R2.htm IDEA: XBRL DOCUMENT v3.25.2
Pay vs Performance Disclosure
12 Months Ended
Jun. 29, 2025
USD ($)
Jun. 30, 2024
USD ($)
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 29.
Figure 57. 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)
2025
28,298,161
14,697,241
8,377,096
7,038,953
340
307
5,358,217
32.3
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 2025: Douglas R. Bettinger, Patrick J. Lord, Ava A. Harter, and Seshasayee (Sesha) Varadarajan
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 2025
FY 2024
FY 2023
FY 2022
FY 2021
FY 2025
FY 2024
FY 2023
FY 2022
FY 2021
Summary Compensation Table (SCT) Total
28,298,161
30,135,041
18,310,099
16,941,156
15,495,736
8,377,096
6,933,795
4,654,089
4,179,804
4,171,767
(Deduct): SCT “Stock Awards” column value
(24,101,123)
(19,847,946)
(11,291,907)
(10,079,176)
(11,071,172)
(6,574,519)
(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)
(129,498)
(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
33,443,663
26,917,750
18,979,835
11,041,230
13,042,142
9,026,385
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
(7,464,817)
30,177,855
7,625,472
(7,109,304)
27,474,359
(1,313,954)
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
117,447
Add (Deduct): year-over-year change in fair value of equity awards granted in prior years that vested in the applicable fiscal year
(15,478,643)
10,623,969
5,477,463
2,142,368
13,109,878
(2,464,004)
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
14,697,241
71,745,236
35,457,770
10,266,747
56,855,461
7,038,953
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 B 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 2025: Douglas R. Bettinger, Patrick J. Lord, Ava A. Harter, and Seshasayee (Sesha) Varadarajan
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 $ 28,298,161 $ 30,135,041 $ 18,310,099 $ 16,941,156 $ 15,495,736
PEO Actually Paid Compensation Amount $ 14,697,241 71,745,236 35,457,770 10,266,747 56,855,461
Adjustment To PEO Compensation, Footnote
(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 2025
FY 2024
FY 2023
FY 2022
FY 2021
FY 2025
FY 2024
FY 2023
FY 2022
FY 2021
Summary Compensation Table (SCT) Total
28,298,161
30,135,041
18,310,099
16,941,156
15,495,736
8,377,096
6,933,795
4,654,089
4,179,804
4,171,767
(Deduct): SCT “Stock Awards” column value
(24,101,123)
(19,847,946)
(11,291,907)
(10,079,176)
(11,071,172)
(6,574,519)
(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)
(129,498)
(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
33,443,663
26,917,750
18,979,835
11,041,230
13,042,142
9,026,385
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
(7,464,817)
30,177,855
7,625,472
(7,109,304)
27,474,359
(1,313,954)
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
117,447
Add (Deduct): year-over-year change in fair value of equity awards granted in prior years that vested in the applicable fiscal year
(15,478,643)
10,623,969
5,477,463
2,142,368
13,109,878
(2,464,004)
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
14,697,241
71,745,236
35,457,770
10,266,747
56,855,461
7,038,953
15,027,121
8,924,931
3,029,959
17,871,377
       
Non-PEO NEO Average Total Compensation Amount $ 8,377,096 6,933,795 4,654,089 4,179,804 4,171,767
Non-PEO NEO Average Compensation Actually Paid Amount $ 7,038,953 15,027,121 8,924,931 3,029,959 17,871,377
Adjustment to Non-PEO NEO Compensation Footnote
(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 2025
FY 2024
FY 2023
FY 2022
FY 2021
FY 2025
FY 2024
FY 2023
FY 2022
FY 2021
Summary Compensation Table (SCT) Total
28,298,161
30,135,041
18,310,099
16,941,156
15,495,736
8,377,096
6,933,795
4,654,089
4,179,804
4,171,767
(Deduct): SCT “Stock Awards” column value
(24,101,123)
(19,847,946)
(11,291,907)
(10,079,176)
(11,071,172)
(6,574,519)
(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)
(129,498)
(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
33,443,663
26,917,750
18,979,835
11,041,230
13,042,142
9,026,385
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
(7,464,817)
30,177,855
7,625,472
(7,109,304)
27,474,359
(1,313,954)
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
117,447
Add (Deduct): year-over-year change in fair value of equity awards granted in prior years that vested in the applicable fiscal year
(15,478,643)
10,623,969
5,477,463
2,142,368
13,109,878
(2,464,004)
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
14,697,241
71,745,236
35,457,770
10,266,747
56,855,461
7,038,953
15,027,121
8,924,931
3,029,959
17,871,377
       
Compensation Actually Paid vs. Total Shareholder Return
(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        
Compensation Actually Paid vs. Company Selected Measure
(2)
Appendix B 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        
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 2025, 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 29.
Figure 59. 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
       
Total Shareholder Return Amount $ 340 368 209 152 211
Peer Group Total Shareholder Return Amount 307 300 190 145 171
Net Income (Loss) $ 5,358,217,000 $ 3,827,772,000 $ 4,510,931,000 $ 4,605,286,000 $ 3,908,458,000
Company Selected Measure Amount 0.323 0.303 0.307 0.313 0.315
PEO Name Timothy M. Archer Timothy M. Archer Timothy M. Archer Timothy M. Archer Timothy M. Archer
Measure:: 1          
Pay vs Performance Disclosure          
Name Non-GAAP operating income as a percentage of revenue        
Non-GAAP Measure Description
(5)
Appendix B contains a reconciliation of non-GAAP operating income as a percentage of revenue to the results reported in our financial statements.
       
Measure:: 2          
Pay vs Performance Disclosure          
Name Relative TSR        
Measure:: 3          
Pay vs Performance Disclosure          
Name Non-GAAP gross margin as a percentage of revenue        
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ 33,443,663 $ 26,917,750 $ 18,979,835 $ 11,041,230 $ 13,042,142
PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (7,464,817) 30,177,855 7,625,472 (7,109,304) 27,474,359
PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0 0 0 0 0
PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (15,478,643) 10,623,969 5,477,463 2,142,368 13,109,878
PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0 0 0 0 0
PEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0 0 0 0 0
PEO | Stock Awards [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (24,101,123) (19,847,946) (11,291,907) (10,079,176) (11,071,172)
PEO | Option Awards [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0 (6,261,433) (3,643,192) (2,669,527) (1,195,482)
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 9,026,385 4,637,696 4,391,629 2,280,231 3,081,156
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (1,313,954) 6,531,859 1,681,231 (1,644,600) 8,431,240
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 117,447 0 0 0 0
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (2,464,004) 2,455,913 1,644,729 847,118 5,073,667
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0 0 0 0 0
Non-PEO NEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0 0 0 0 0
Non-PEO NEO | Stock Awards [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (6,574,519) (4,371,479) (2,709,589) (2,122,367) (2,591,242)
Non-PEO NEO | Option Awards [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ (129,498) $ (1,160,663) $ (737,158) $ (510,227) $ (295,211)