UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM SD
Specialized Disclosure Report
POWER INTEGRATIONS, INC.
_____________________________________________________________
(Exact name of registrant as specified in its charter)
Check the appropriate box to indicate the rule pursuant to which this form is being filed:
☒ | Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the reporting period from January 1 to December 31, 2023. |
☐ | Rule 13q-1 under the Securities Exchange Act (17 CFR 240.13q-1) for the fiscal year ended _________. |
Section 1 - Conflict Minerals Disclosure
Item 1.01 Conflict Minerals Disclosure and Report
Power Integrations, Inc. (“Power Integrations”) evaluated its current product lines and determined that tin, tungsten, tantalum and/or gold (“3TG”) minerals are necessary for the functionality of all of its products.
Conflict Minerals Disclosure
A copy of Power Integrations Conflict Minerals Report is provided as Exhibit 1.01 hereto and is publicly available at: http://www.power.com/products/product-documents/conflict-minerals-report/
Item 1.02 Exhibit
The Conflict Minerals Report required by Item 1.01 is filed as Exhibit 1.01 to this Form SD.
Section 2 – Resource Extraction Issuer Disclosure
Item 2.01 Resource Extraction Issuer Disclosure and Report
Not applicable.
Section 3 – Exhibits
Item 3.01 Exhibits
Exhibit 1.01 - Conflict Minerals Report for the reporting period from January 1, 2023 to December 31, 2023.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the duly authorized undersigned.
| | Power Integrations, Inc. | |
| | | |
| May 2, 2024 | By: | /s/ SUNNY GUPTA |
| | | Sunny Gupta |
| | | Vice President, Operations |
EXHIBIT 1.01
POWER INTEGRATIONS, INC.
Conflict Minerals Report
For The Year Ended December 31, 2023
Introduction
This is the Conflict Minerals Report of Power Integrations, Inc. (“Power Integrations,” “we,” “our,” and “us”) for the calendar year ended December 31, 2023, presented to comply with Rule 13p-1 (the “Rule”) promulgated under the Securities Exchange Act of 1934, as amended. The Rule was adopted by the Securities and Exchange Commission (“SEC”) to implement reporting and disclosure requirements related to conflict minerals as directed by the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (“Dodd-Frank Act”) Section 1502. The Rule imposes certain reporting obligations on SEC registrants whose manufactured products contain conflict minerals which are necessary to the functionality or production of their products. Conflict minerals are defined as columbite-tantalite (coltan), cassiterite, gold, wolframite, or their derivatives, which are limited to tantalum, tin, and tungsten (collectively, “3TG”) for the purposes of this assessment. These requirements apply to registrants whatever the geographic origin of the conflict minerals and whether or not they fund armed conflict.
Company Overview
Power Integrations designs, develops and markets analog and mixed-signal integrated circuits (“ICs”) and other electronic components and circuitry used in high-voltage power conversion. Our products are used in power converters that convert electricity from a high-voltage source to the type of power required for a specified downstream use. In most cases, this conversion entails, among other functions, converting alternating current to direct current or vice versa, reducing or increasing the voltage, and regulating the output voltage and/or current according to the customer’s specifications. We also offer high-voltage gate drivers—either standalone ICs or circuit boards containing multiple ICs, electrical isolation components and other circuitry—used to operate high-voltage switches such as insulated-gate bipolar transistors (IGBTS) and silicon-carbide (SiC) MOSFETS. Power Integrations primarily relies on its contract manufacturers and direct suppliers for the manufacturing of its high-voltage analog ICs and IGBT drivers and modules.
Conflict Minerals Policy
Power Integrations’ policy statement regarding conflict minerals has been made available on its website since March 2013. The policy in place during the reporting period was as follows:
On August 22, 2012, the SEC adopted the conflict minerals rule pursuant to Section 1502 of the Dodd-Frank Act, requiring all publicly traded companies to disclose the use of “conflict minerals” necessary to the functionality or production of their products manufactured or contracted to be manufactured.
The term “conflict minerals” refers to:
| ● | Coltan (columbite-tantalite) and its derivatives (Tantalum) |
| ● | Cassiterite and its derivatives (Tin) |
| ● | Wolframite and its derivatives (Tungsten) |
| ● | Gold |
that may or may not originate from the Democratic Republic of Congo (the “DRC”) or adjoining countries (the “Covered Countries”).
Power Integrations has considered the Rule’s requirements, related guidance from the Organization for Economic Cooperation and Development (“OECD”), the Responsible Business Alliance and the Global e-Sustainability Initiative and is committed to complying with this legislation.
3TG minerals are necessary to the functionality or production of the products contracted to manufacture by Power Integrations. However, Power Integrations does not purchase these minerals directly from the smelters or mines. Power Integrations relies on its manufacturing partners for the manufacturing of its products. The requirement to source such minerals from the list of conformant smelters and refiners per www.responsiblemineralsinitiative.org/conformant-smelter-refiner-lists has been communicated to all manufacturing partners including the direct suppliers and distributors through the use of the Responsible Minerals Initiative (“RMI”) Conflict Minerals Reporting Template.
Power Integrations requires its manufacturing partners including the direct suppliers and distributors to have a purchasing policy/supplier selection program to ensure that all products manufactured or sold by Power Integrations that contain tantalum, tin, tungsten and gold are conflict-free or sourced from the list of conformant smelters and refiners.
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CONFLICT MINERALS DISCLOSURE
Reasonable Country of Origin Inquiry
Products Containing Conflict Minerals:
Based upon Power Integrations’ internal assessment, the products we sell contain 3TG minerals. Tantalum may be present in some capacitors, high-power resistors and sensors used in IGBT drivers. Tin is used in solder paste, printed circuit board surface metallization and external lead plating. Tungsten is either used in via contacts, as a sputter target or in the gas tungsten hexafluoride during the manufacturing process, while gold is typically used for wire bonding that provides electrical connection between the silicon chip and the external leads of integrated circuits, for printed circuit board surface metallization, and in the plating for jumpers and connectors.
Inquiry Process:
Power Integrations has adopted the Conflict Minerals Reporting Template developed by the RMI. All contract manufacturers either receive and sign a “Manufacturing Partnership Manual” agreement that informs our suppliers about the conflict minerals requirements or the RMI Conflict Minerals Reporting Template. We send the RMI Conflict Minerals Reporting Template to all contract manufacturers and printed circuit board assembly suppliers and distributors (“Supplier Survey”), and we resend it whenever there is a revision.
Power Integrations performs the following related to the Supplier Surveys:
| ● | Evaluates the responses from the suppliers and provides training when necessary; |
| ● | Compares the smelters and refiners identified by the direct suppliers against the reasonable country of origin (“RCOI”) list provided by the RMI’s independent third-party smelter audit program; |
| ● | Reviews the Supplier Surveys for completeness and follows up on incomplete information or information that would lead us to believe material is not DRC conflict-free for all products; and |
| ● | Summarizes all responses from the Supplier Surveys. |
Results of Inquiry
As of the date of this filing, based on the RCOI responses and analysis of such responses, as it applies to the calendar year ended December 31, 2023, Power Integrations cannot ascertain the source mine and country of origin of all of the relevant conflict minerals or 3TG minerals and/or their derivatives that are necessary to the functionality or production of our products. Therefore, we have continued to proceed with additional due diligence procedures for the purpose of determining the status of our products as it pertains to the source and chain of custody of conflict minerals.
Due Diligence Measures
Power Integrations’ conflict minerals policy and the associated due-diligence program are based on the OECD five-step framework known as OECD Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas.
The following steps outline the due diligence measures taken to determine the country of origin:
| 1. | Policy and Management System |
Conflict Minerals Policy - The policy establishes Power Integrations’ expectations of its suppliers to source the required minerals from the list of conformant smelters and refiners that may be found at http://www.responsiblemineralsinitiative.org/smelter-links/smelter-database/. The policy resides on our website under “Operations and Sustainability” and can be accessed directly from https://www.power.com/products/product-documents/conflict-minerals-policy-statement/. The policy is periodically reviewed and updated, as necessary.
Management System - The policy is formally documented in Power Integrations’ Regulatory Compliance Policy. Direct suppliers (contract manufacturers) are required to provide information on the smelters or refiners in their supply chain using the RMI Conflict Minerals Reporting Template.
| 2. | Risk Assessment |
Power Integrations adopted the RMI Conflict Minerals Reporting Template. Power Integrations’ quality assurance department:
| ● | Reviews and ascertains the products that contain 3TG minerals; |
| ● | Identifies the direct suppliers that provide products containing conflict minerals; |
| ● | Evaluates the responses via the Conflict Minerals Reporting Template from the suppliers for all products; |
| ● | Compares the smelters and refiners identified by the direct suppliers against the smelter list provided by the Conflict Free Sourcing Initiative’s independent third-party smelter audit program; and |
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| ● | Summarizes all responses from the Supplier Surveys. |
Based on the results of this process, Power Integrations has been able to determine the smelters from which certain of its conflict minerals originate, which are listed at the end of this report under “Smelters Reported by the Direct Suppliers.” There are 174 gold, 35 tantalum, 82 tin and 52 tungsten smelters identified.
| 3. | Mitigate Risk |
Power Integrations understands that the global supply chain of conflict minerals is complex and that disclosure of mineral sources is often considered confidential. To reduce potential supply chain risk, Power Integrations communicated the requirements of the Dodd-Frank Act to its direct suppliers and required its direct suppliers to train their smelters and to recommend that their smelters and refiners participate in an independent assessment through the Responsible Minerals Assurance Process (“RMAP”).
| 4. | Audit of Smelters/Refiners |
As a company member of RMI, Power Integrations leveraged the due diligence conducted on smelters and refiners by the RMAP. Efforts to determine mine or location of origin through RMI are described on the RMI website at www.responsiblemineralsinitiative.org.
| 5. | Report on Supply Chain Due Diligence |
The Form SD Specialized Disclosure and the Conflict Minerals Report constitute Power Integrations’ annual report on its conflict minerals due diligence. The Form SD to which this report is attached as Exhibit 1.01 for the calendar year ended December 31, 2023 is filed with the SEC.
Additional Steps
Power Integrations maintains an ongoing effort to mitigate the risk that armed groups could benefit from our use of conflict minerals. Power Integrations continues to encourage its direct suppliers to train their smelters and to recommend that their smelters and refiners participate in an independent assessment through the RMAP.
Limitations on Due Diligence
This Conflict Minerals Report is based on the due-diligence activities performed to date in good faith by Power Integrations and is based on the infrastructure and information available at the time of the filing of this report. There are factors that could affect the accuracy of the information. These factors include, but are not limited to, incomplete supplier data or available smelter data, errors or omissions by suppliers or smelters, evolving definition and confirmation of smelters, incomplete information from industry or other third-party sources, continuing guidance regarding the SEC final rules, and other issues.
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SMELTERS REPORTED BY THE DIRECT SUPPLIERS
Gold | 8853 S.p.A. | Italy | CID002763 |
Gold | ABC Refinery Pty Ltd. | Australia | CID002920 |
Gold | Abington Reldan Metals, LLC | United States of America | CID002708 |
Gold | Advanced Chemical Company | United States of America | CID000015 |
Gold | African Gold Refinery | Uganda | CID003185 |
Gold | Agosi AG | Germany | CID000035 |
Gold | Aida Chemical Industries Co., Ltd. | Japan | CID000019 |
Gold | Albino Mountinho Lda. | Portugal | CID002760 |
Gold | Al Etihad Gold Refinery DMCC | United Arab Emirates | CID002560 |
Gold | Alexy Metals | United States of America | CID003500 |
Gold | Almalyk Mining and Metallurgical Complex (AMMC) | Uzbekistan | CID000041 |
Gold | AngloGold Ashanti Corrego do Sitio Mineracao | Brazil | CID000058 |
Gold | Argor-Heraeus S.A. | Switzerland | CID000077 |
Gold | Asahi Pretec Corp. | Japan | CID000082 |
Gold | Asahi Refining Canada Ltd. | Canada | CID000924 |
Gold | Asahi Refining USA Inc. | United States of America | CID000920 |
Gold | Asaka Riken Co., Ltd. | Japan | CID000090 |
Gold | Atasay Kuyumculuk Sanayi Ve Ticaret A.S | Turkey | CID000103 |
Gold | Augmont Enterprises Private Limited | India | CID003461 |
Gold | Aurubis AG | Germany | CID000113 |
Gold | AU Traders and Refiners | South Africa | CID002850 |
Gold | Bangalore Refinery | India | CID002863 |
Gold | Bangko Sentral ng Pilipinas (Central Bank of the Philippines) | Philippines | CID000128 |
Gold | Boliden AB | Sweden | CID000157 |
Gold | Caridad | Mexico | CID000180 |
Gold | C. Hafner GmbH + Co. KG | Germany | CID000176 |
Gold | CCR Refinery - Glencore Canada Corporation | Canada | CID000185 |
Gold | Cendres + Metaux S.A. | Switzerland | CID000189 |
Gold | CGR Metalloys PVT Ltd. | India | CID003382 |
Gold | Chimet S.p.A. | Italy | CID000233 |
Gold | Chugai Mining | Japan | CID000264 |
Gold | C.I Metales Procesados Industriales SAS | Colombia | CID003421 |
Gold | Daye Non-Ferrous Metals Mining | China | CID000343 |
Gold | Degussa Sonne/ Mond Goldhandel GmbH | Germany | CID002867 |
Gold | Dijllah Gold Refinery FZC | United Arab Emirates | CID003348 |
Gold | Dongwu Gold Group | China | CID003663 |
Gold | Dowa | Japan | CID000401 |
Gold | DSC (Do Sung Corporation) | Korea, Republic of | CID000359 |
Gold | Eco-System Recycling Co., Ltd. East Plant | Japan | CID000425 |
Gold | Eco-System Recycling Co., Ltd. North Plant | Japan | CID003424 |
Gold | Eco-System Recycling Co., Ltd. West Plant | Japan | CID003425 |
Gold | Emerald Jewel Industry India Limited (Unit 1) | India | CID003487 |
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SMELTERS REPORTED BY THE DIRECT SUPPLIERS
Gold | Emerald Jewel Industry India Limited (Unit 2) | India | CID003488 |
Gold | Emerald Jewel Industry India Limited (Unit 3) | India | CID003489 |
Gold | Emerald Jewel Industry India Limited (Unit 4) | India | CID003490 |
Gold | Emirates Gold DMCC | United Arab Emirates | CID002561 |
Gold | Fidelity Printers and Refiners Ltd. | Zimbabwe | CID002515 |
Gold | Fujairah Gold FZC | United Arab Emirates | CID002584 |
Gold | Geib Refining Corporation | United States of America | CID002459 |
Gold | GGC Gujrat Gold Centre PVT. Ltd. | India | CID002852 |
Gold | Gold by Gold Colombia | Colombia | CID003641 |
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SMELTERS REPORTED BY THE DIRECT SUPPLIERS
Gold | Metalor Technologies (Suzhou) Ltd. | China | CID001147 |
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SMELTERS REPORTED BY THE DIRECT SUPPLIERS
Gold | Sudan Gold Refinery | Sudan | CID002567 |
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SMELTERS REPORTED BY THE DIRECT SUPPLIERS
Tantalum | XIMEI RESOURCES (GUANGDONG) LIMITED | China | CID000616 |
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SMELTERS REPORTED BY THE DIRECT SUPPLIERS
Tin | PT Bangka Serumpun | Indonesia | CID003205 |
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SMELTERS REPORTED BY THE DIRECT SUPPLIERS
Tungsten | Global Tungsten & Powders Corp. | United States of America | CID000568 |
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SMELTERS REPORTED BY THE DIRECT SUPPLIERS
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