Item 2.02 Results of Operations and Financial Condition.
On November 1, 2021, Cirrus Logic, Inc. ("Cirrus Logic" or the "Company") issued
a press release announcing its financial results for its second quarter of
fiscal year 2022. The full text of the press release is furnished as Exhibit
No. 99.1 to this Current Report on Form 8-K.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 1, 2021, the Company announced that Thurman Case is planning to
retire from his position as chief financial officer. Mr. Case will remain in
his role and will work to help ensure a seamless transition following a
comprehensive search to identify his successor.
Item 7.01 Regulation FD Disclosure.
On November 1, 2021, the Company posted on its website a shareholder letter to
investors summarizing the financial results for its second quarter of fiscal
year 2022. The full text of the shareholder letter is furnished as Exhibit No.
99.3 to this Current Report on Form 8-K. Additionally, on November 1, 2021, the
Company issued a press release announcing the planned retirement of the
Company's chief financial officer, Thurman Case, as described in item 5.02 of
this Form 8-K. The full text of the press release is furnished herewith as
Exhibit 99.2.
Use of Non-GAAP Financial Information
To supplement Cirrus Logic's financial statements presented on a GAAP basis,
Cirrus has provided non-GAAP financial information, including non-GAAP net
income, diluted earnings per share, operating income and profit, operating
expenses, gross margin and profit, tax expense, tax expense impact on earnings
per share, and effective tax rate. A reconciliation of the adjustments to GAAP
results is included in the press release below. Non-GAAP financial information
is not meant as a substitute for GAAP results, but is included because
management believes such information is useful to our investors for
informational and comparative purposes. In addition, certain non-GAAP financial
information is used internally by management to evaluate and manage the
company. The non-GAAP financial information used by Cirrus Logic may differ
from that used by other companies. These non-GAAP measures should be considered
in addition to, and not as a substitute for, the results prepared in accordance
with GAAP.
The information contained in Items 2.02, 7.01, and 9.01 in this Current Report
on Form 8-K and the exhibits furnished hereto contain forward-looking statements
regarding the Company and cautionary statements identifying important factors
that could cause actual results to differ materially from those anticipated. In
addition, this information shall not be deemed "filed" for purposes of Section
18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or
otherwise subject to the liabilities of that section, nor shall they be deemed
incorporated by reference in any filing under the Securities Act of 1933, as
amended, or the Exchange Act, except as expressly set forth by specific
reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit Description
Exhibit 99.1 Cirrus Logic, Inc. press release dated November 1, 2021
Exhibit 99.2 Cirrus Logic, Inc. press release dated November 1, 2021
Exhibit 99.3 Cirrus Logic, Inc. shareholder letter dated November 1, 2021
Exhibit 104 Cover Page Interactive Data File (formatted as Inline XBRL)
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