false000145180900014518092023-11-012023-11-01

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_________________________________________________________
FORM 8-K
_________________________________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 01, 2023
_________________________________________________________
SiTime Corporation
(Exact name of Registrant as Specified in Its Charter)
_________________________________________________________
Delaware001-3913502-0713868
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
5451 Patrick Henry Drive
Santa Clara, California
95054
(Address of Principal Executive Offices)(Zip Code)
Registrant’s Telephone Number, Including Area Code: (408) 328-4400
(Former Name or Former Address, if Changed Since Last Report)
_________________________________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange on which registered
Common Stock, $0.0001 par value per shareSITMThe Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02 Results of Operations and Financial Condition.
On November 1, 2023, the Company issued a press release announcing its financial results for the third quarter of 2023. A copy of the press release is furnished as Exhibit 99.1 to this report.
The information under Item 2.02 of this report, including Exhibit 99.1 hereto, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information and the accompanying exhibit shall not be incorporated by reference into filings with the U.S. Securities and Exchange Commission (the "SEC") made by the Company, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
d)Exhibits.
Exhibit No.Description
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)


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 undersigned thereunto duly authorized.
SiTime Corporation
Date:November 1, 2023By: /s/ Arthur D. Chadwick
Arthur D. Chadwick
Executive Vice President and Chief Financial Officer


Exhibit 99.1
SiTime Reports Third Quarter 2023 Financial Results
SANTA CLARA, Calif., November 1, 2023 – SiTime Corporation, (Nasdaq: SITM), the precision timing company, today announced financial results for the third quarter ended September 30, 2023.
Net revenue in the third quarter of 2023 was $35.5 million, a 28.1% increase from the $27.7 million in the second quarter of 2023.
Generally Accepted Accounting Principles (GAAP) Results
In the third quarter of 2023, GAAP gross margins were $19.9 million, or 56.1% of revenue, GAAP operating expenses were $45.1 million, GAAP loss from operations was $25.2 million, and GAAP net loss was $18.1 million, or $0.81 per basic share.
Total cash and cash equivalents were $16.7 million and short-term investments were $551.4 million on September 30, 2023.
Non-GAAP Results
This press release and its attachments include certain non-GAAP supplemental performance measures. The presentation of this financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP.
In the third quarter of 2023, non-GAAP gross margins were $20.7 million, or 58.2% of revenue, non-GAAP operating expenses were $26.3 million, non-GAAP loss from operations was $5.6 million and non-GAAP net income was $1.4 million, or $0.06 per diluted share.
The reconciliation between GAAP and non-GAAP financial results is provided in the financial statements portion of this release.
SiTime believes that the presentation of non-GAAP financial measures provides important supplemental information to management and investors regarding financial and business trends relating to SiTime’s financial condition and results of operations. SiTime believes that these non-GAAP financial measures provide additional insight into SiTime’s ongoing performance and core operational activities and has chosen to provide these measures for more consistent and meaningful comparison between periods. These measures should only be used to evaluate SiTime’s results of operations in conjunction with the corresponding GAAP measures. The non-GAAP financial measures exclude stock-based compensation.
Inducement Plan Grants
SiTime granted restricted stock unit awards (“RSUs”) on November 1, 2023 that were approved by the Compensation Committee of its Board of Directors under SiTime’s 2022 Inducement Award Plan, as a material inducement to employment to 14 newly hired non-executive individuals globally. The RSUs were approved in accordance with Nasdaq Listing Rule 5635(c)(4). The inducement grants consisted of an aggregate of 18,057 RSUs. One-fourth of the RSUs will vest on the first February 20, May 20, August 20, or November 20 falling in the one-year anniversary quarter of the applicable vesting start date, and then 1/16th of the RSUs vest in equal quarterly installments on each February 20, May 20, August 20, and November 20, thereafter, subject to each such employee’s continued service on each vesting date. The inducement grants are subject to the terms and conditions of award agreements covering the grants and SiTime’s 2022 Inducement Award Plan.
Conference Call
SiTime will broadcast the financial results for its third quarter of 2023 via conference call today, November 1, 2023, at 2:00 p.m. Pacific Time (5:00 p.m. Eastern Time). To join the conference call via phone, participants are required to complete the following registration form to receive a dial-in number and dedicated PIN for accessing the conference call. The conference call will also be available via a live audio webcast on the investor relations section of the SiTime website at investor.sitime.com. Please access the website at least a few minutes prior to the start of the call to download and install any necessary audio software. An archived webcast replay of the call will be available on the website.


About SiTime
SiTime Corporation is the precision timing company. Our semiconductor MEMS programmable solutions offer a rich feature set that enables customers to differentiate their products with higher performance, smaller size, lower power, and better reliability. With more than 3 billion devices shipped, SiTime is changing the timing industry. For more information, visit www.sitime.com.


SiTime Corporation
Unaudited GAAP Condensed Consolidated Statements of Operations
Three Months Ended
September 30, 2023June 30, 2023
(in thousands, except per share data)
Revenue$35,520 $27,728 
Cost of revenue15,603 12,290 
Gross profit19,917 15,438 
Operating expenses:
Research and development23,647 26,567 
Selling, general and administrative21,447 21,276 
Total operating expenses45,094 47,843 
Loss from operations(25,177)(32,405)
Interest income7,333 6,667 
Other expense, net(232)(161)
Loss before income taxes(18,076)(25,899)
Income tax benefit(49)(23)
Net loss$(18,125)$(25,922)
Net loss attributable to common stockholders and comprehensive loss$(18,125)$(25,922)
Net loss per share attributable to common stockholders, basic$(0.81)$(1.17)
Net loss per share attributable to common stockholders, diluted$(0.81)$(1.17)
Weighted-average shares used to compute basic net loss per share22,32622,074
Weighted-average shares used to compute diluted net loss per share22,32622,074


SiTime Corporation
Unaudited Reconciliation of Non-GAAP Adjustments
Three Months Ended
September 30, 2023June 30, 2023
(in thousands, except per share data)
Reconciliation of GAAP gross profit and margin to non-GAAP
Revenue$35,520 $27,728 
GAAP gross profit19,917 15,438 
GAAP gross margin56.1 %55.7 %
Stock-based compensation748 713 
Non-GAAP gross profit$20,665 $16,151 
Non-GAAP gross margin58.2 %58.2 %
Reconciliation of GAAP operating expenses to non-GAAP
GAAP research and development expenses23,647 26,567 
Stock-based compensation(7,856)(9,983)
Non-GAAP research and development expenses$15,791 $16,584 
GAAP sales, general and administrative expenses21,447 21,276 
Stock-based compensation(10,925)(10,464)
Non-GAAP sales, general and administrative expenses$10,522 $10,812 
Total Non-GAAP operating expenses$26,313 $27,396 
Reconciliation of GAAP loss from operations to non-GAAP loss from operations
GAAP loss from operations$(25,177)$(32,405)
Stock-based compensation19,529 21,160 
Non-GAAP loss from operations$(5,648)$(11,245)
Non-GAAP loss from operations as a percentage of revenue(15.9 %)(40.6 %)
Reconciliation of GAAP net loss to non-GAAP net income (loss)
GAAP net loss$(18,125)$(25,922)
Stock-based compensation19,529 21,160 
Non-GAAP net income (loss)$1,404 $(4,762)
Weighted-average shares used to compute diluted net income (loss) per share22,32622,074
GAAP net loss per share diluted$(0.81)$(1.17)
Non-GAAP adjustments detailed above0.87 0.95 
Non-GAAP net income (loss) per share diluted$0.06 $(0.22)


SiTime Corporation
Unaudited GAAP Condensed Consolidated Balance Sheets
As of
September 30, 2023December 31, 2022
(in thousands)
Assets:
Current assets:
Cash and cash equivalents$16,711 $34,603 
Short-term investments in held-to-maturity securities551,398 529,494 
Accounts receivable, net25,182 41,229 
Inventories64,539 57,650 
Prepaid expenses and other current assets9,071 6,091 
Total current assets666,901 669,067 
Property and equipment, net55,916 58,772 
Intangible assets, net5,665 5,205 
Right-of-use assets, net8,854 10,848 
Other assets10,351 6,724 
Total assets$747,687 $750,616 
Liabilities and Stockholders' Equity:
Current liabilities:
Accounts payable$12,320 $14,881 
Accrued expenses and other current liabilities18,960 18,913 
Total current liabilities31,280 33,794 
Lease liabilities6,065 8,149 
Other non-current liabilities— 193 
Total liabilities37,345 42,136 
Commitments and contingencies
Stockholders’ equity:
Common stock2 2 
Additional paid-in capital778,742 716,343 
Accumulated deficit(68,402)(7,865)
Total stockholders’ equity710,342 708,480 
Total liabilities and stockholders’ equity$747,687 $750,616 
Investor Relations Contacts:
Shelton Group
Leanne Sievers | Brett Perry
1-949-224-3874 | 1-214-272-0070
sheltonir@sheltongroup.com
SiTime Corporation
Art Chadwick
Chief Financial Officer
investor.relations@sitime.com

v3.23.3
Cover
Nov. 01, 2023
Cover [Abstract]  
Document Type 8-K
Document Period End Date Nov. 01, 2023
Entity Registrant Name SiTime Corporation
Entity Incorporation, State or Country Code DE
Entity File Number 001-39135
Entity Tax Identification Number 02-0713868
Entity Address, Address Line One 5451 Patrick Henry Drive
Entity Address, City or Town Santa Clara
Entity Address, State or Province CA
Entity Address, Postal Zip Code 95054
City Area Code (408)
Local Phone Number 328-4400
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $0.0001 par value per share
Trading Symbol SITM
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0001451809
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