Item 2.02. Results of Operations and Financial Condition

On July 28, 2021, Silicon Laboratories Inc. ("Silicon Laboratories") issued a press release describing its results of operations for its fiscal quarter ended July 3, 2021. A copy of the press release is attached as Exhibit 99 to this report.

Item 9.01. Financial Statements and Exhibits





(d) Exhibits.



  99       Press Release of Silicon Laboratories Inc. dated July 28, 2021

104      Cover Page Interactive Data File (formatted as Inline XBRL and contained
         in Exhibit 101)

Use of Non-GAAP Financial Information

From time to time, Silicon Laboratories provides certain non-GAAP financial measures as additional information relating to its operating results. The non-GAAP financial measurements provided in the press release furnished herewith do not replace the presentation of Silicon Laboratories' GAAP financial results. These additional measurements merely provide supplemental information to assist investors in analyzing Silicon Laboratories' financial position and results of operations; however, these measures are not in accordance with, or an alternative to, GAAP and may be different from non-GAAP measures used by other companies.

Non-GAAP financial measures used by Silicon Laboratories include non-GAAP gross margin, non-GAAP research and development expense, non-GAAP selling, general and administrative expense, non-GAAP operating income, non-GAAP interest expense, non-GAAP tax expense, non-GAAP net income and non-GAAP diluted earnings per share. Silicon Laboratories has chosen to provide this information to investors because it believes that such supplemental information enables them to perform meaningful comparisons of past, present and future operating results, and as a means to highlight the results of core ongoing operations.

Non-GAAP financial measures are adjusted by the following items:





  · Stock compensation expense - represents charges for employee stock awards
    issued under Silicon Laboratories' stock-based compensation plans. Stock
    compensation expense is excluded from non-GAAP financial measures because it
    is a non-cash expense, and excluding such expense provides meaningful
    supplemental information regarding core ongoing operations.




  · Intangible asset amortization - primarily represents charges for the
    amortization of intangibles assets, such as core and developed technology,
    customer relationships and trademarks, acquired in connection with business
    combinations. Intangible asset amortization is excluded from non-GAAP
    financial measures because it is a non-cash expense, and excluding such
    expense provides meaningful supplemental information regarding core ongoing
    operations.




  · Acquisition and disposition related items - primarily including the
    following: charges for the fair value write-up associated with inventory
    acquired; adjustments to the fair value of acquisition-related contingent
    consideration; and acquisition-related costs of a business combination or
    disposition-related costs of a business divestiture, such as costs for
    attorneys, investment bankers, accountants and other third party service
    providers. Acquisition and disposition related items are excluded from
    non-GAAP financial measures because excluding such amounts provides
    meaningful supplemental information regarding core ongoing operations.




  · Restructuring Charges - primarily include costs associated with certain
    employee terminations, asset impairments and fair value adjustments
    resulting from observable price changes. Termination costs and fair value
    adjustments are excluded from non-GAAP financial measures because excluding
    such amounts provides meaningful supplemental information regarding core
    ongoing operations.




  · Fair value adjustments to investments - primarily include gains and/or
    losses associated with certain fair value adjustments for equity investments
    accounted for by the equity method of accounting or cost minus impairment,
    if any, plus or minus changes resulting from qualifying observable price
    changes. Fair value adjustments are excluded from non-GAAP financial
    measures because these generally are non-cash, non-operating activity during
    the period of adjustment, relate to activity in entities outside those of
    Silicon Labs, and excluding such expense/gain provides meaningful
    supplemental information regarding core operations.




  · Interest expense adjustments - represents charges for the amortization of
    the debt discount on Silicon Laboratories' convertible senior notes, losses
    on the extinguishment of convertible debt and losses on the termination of
    interest rate swap agreements. Such amounts are excluded from non-GAAP
    financial measures because they are non-cash expenses and/or excluding such
    amounts provides meaningful supplemental information regarding core ongoing
    operations.




  · Income tax adjustments - primarily include the following: the effect of the
    Tax Cuts & Jobs Act of 2017; the current and deferred income tax effects of
    the above non-GAAP adjustments; other indirect impacts of excluding
    stock-based compensation; and the income tax impact of certain intercompany
    license arrangements for technology acquired in business combinations.
    Income tax adjustments are excluded from non-GAAP financial measures because
    excluding such amounts provides meaningful supplemental information
    regarding core ongoing operations.

Pursuant to the requirements of Regulation G, we have provided in the press release furnished with this report a reconciliation of the non-GAAP financial measures to the most directly comparable GAAP financial measures.

The information in this report, including the exhibit 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 liability of that section. The information contained therein and in the accompanying exhibit shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by Silicon Laboratories, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

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