Due to low participation and high administrative costs of the Plan in certain countries, the Compensation
Committee designated certain of the Companys subsidiaries and related employees within the United States of America and Malaysia as eligible to enroll in the Plan effective January 2007. On June 19, 2019, the Company acquired 100% of
Quantenna Communications, Inc. (Quantenna), whereby Quantenna became a wholly-owned subsidiary of the Company. Quantenna employees who satisfy the above criteria became eligible to enroll in the Plan effective January 2020.
Participant Enrollment and Contributions
Eligible
employees voluntarily elect whether or not to enroll in the Plan. Employees enroll in the Plan for a period of three months. Employees who have enrolled in the Plan are automatically re-enrolled for additional
rolling three-month periods, provided that they remain eligible under the provisions of the Plan. A participant may cancel his or her enrollment at any time, subject to the provisions of the Plan.
Participants make contributions by means of payroll deductions from each payroll period that ends during the Offering Period, at a rate elected by the
participant. The rate of payroll contributions elected may not be less than one percent (1%) or more than ten percent (10%) of the participants eligible compensation for each payroll period; only whole percentages may be elected. A
participant may elect to increase, decrease, or discontinue payroll contributions for a future Offering Period by filing with the Company a new enrollment form designating a different rate of payroll contributions. The Company must receive forms at
least two weeks prior to the beginning of an Offering Period to be effective for that Offering Period. A participant may elect to discontinue payroll contributions during an Offering Period by filing a new enrollment form with the Company. A
participants election to discontinue contributions becomes effective for the next payroll subsequent to the filing of the new enrollment form. Any accumulated excess contributions remaining after the purchase of the maximum amount of Stock for
the Offering Period are refunded to participants as soon as is practicable after the end of the Offering Period.
Employer Contributions
The employer contribution is a non-cash contribution which is calculated as the difference between the closing price of
the Stock (Fair Market Value) on the last day of the Offering Period and the discounted purchase price paid by each participant for that Offering Period multiplied by the number of shares purchased for the Offering Period. The non-cash employer contributions were $9,081,485, $5,743,010 and $8,971,109 for the years ended December 31, 2019, December 31, 2018, and December 31, 2017, respectively.
Stock Purchases
Upon or promptly after the end of each
Offering Period, each participants payroll deductions are used to purchase shares of Stock for the participant. Such shares may be purchased from the Company or in the open market, at the discretion of the Board. The amount that a participant
contributes to the purchase of each share of Stock equals 85% of the lesser of the Fair Market Value of a share of Stock on the first or last day of the Offering Period. The maximum number of shares of Stock available for purchase by each
participant in any Offering Period cannot exceed the lesser of: (1) 500 shares of Stock, or (2) the number of shares derived by dividing $6,250 by 100% of the Fair Market Value of one share of Stock on the first day of the Offering Period.
Purchased shares of Stock are transferred to a brokerage account outside of the Plan in the name of the participant. The number of shares purchased for the years ended December 31, 2019, December 31, 2018, and December 31, 2017
were 1,666,559, 1,516,012 and 1,913,528, respectively.
Withdrawals and Transfers
Shares of Stock may be withdrawn from a participants brokerage account maintained under the Plan, in which case certificates representing the shares may
be issued in the name of, and delivered to, the participant. Alternatively, shares of Stock held in a participants brokerage account maintained under the Plan may be transferred to a broker-dealer or financial institution that maintains an
account for the participant. Participants may not designate any other person to receive shares of Stock withdrawn or transferred under the Plan.
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