CEVA Inc. filed SEC Form 8-K: Results of Operations and Financial Condition, Regulation FD Disclosure, Financial Statements and Exhibits

false 0001173489 0001173489 2024-11-07 2024-11-07

 

 

 

 

 

 

 

 

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On November 7, 2024, Ceva, Inc. (the “Company”) announced its financial results for the quarter ended September 30, 2024. A copy of the press release, dated November 7, 2024, is attached and filed herewith as Exhibit 99.1. On the same day, the Company will hold a conference call to discuss its financial results for the third quarter of 2024. A copy of the script of the conference call is attached hereto as Exhibit 99.2. This information, including Exhibits 99.1 and 99.2 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference to such filing.

 

In addition to the disclosure of financial results for the quarter and year ended September 30, 2024 and 2023 in accordance with generally accepted accounting principles in the United States (“GAAP”), the press release and script also included non-GAAP gross margin, operating income, net income and diluted earnings per share (EPS) figures for the referenced periods.

 

Non-GAAP gross margin for the third quarter of 2024 and 2023 each excluded: (a) equity-based compensation expenses and (b) amortization of acquired intangibles.

 

Non-GAAP operating income for the third quarter of 2024 and 2023 each excluded: (a) equity-based compensation expenses, (b) the impact of the amortization of acquired intangibles and (c) costs associated with business acquisitions.

 

Non-GAAP net income and diluted earnings per share for the third quarter of 2024 and 2023 each excluded: (a) equity-based compensation expenses, (b) the impact of the amortization of acquired intangibles, (c) costs associated with business acquisitions and (d) income associated with the remeasurement of marketable equity securities.

 

Non-GAAP net income and diluted earnings per share including the discontinued operations for the third quarter of 2023 excluded: (a) equity-based compensation expenses, (b) the impact of the amortization of acquired intangibles, (c) costs associated with business acquisitions, (d) income associated with the remeasurement of marketable equity securities and (e) loss associated with discontinued operations.

 

The Company believes that the reconciliation of financial measures in the press release and script is useful to investors in analyzing the results for the quarters ended September 30, 2024 and 2023 because the exclusion of the applicable expenses may provide a more meaningful analysis of the Company’s core operating results and comparison of quarterly results. Further, the Company believes it is useful for investors to understand how the expenses associated with the application of FASB ASC No. 718 are reflected on its statements of income. The reconciliation of financial measures should be reviewed in addition to and in conjunction with results presented in accordance with GAAP, and are intended to provide additional insight into the Company’s operations that, when viewed with its GAAP results and the accompanying reconciliation, offer a more complete understanding of factors and trends affecting the Company’s business. The reconciliation of financial measures should not be viewed as a substitute for the Company’s reported GAAP results.

 

 

On November 7, 2024, the Company announced the expansion of its share repurchase program in a press release dated as of the same date. A copy of such press release is attached and filed herewith as Exhibit 99.3. This information, including Exhibit 99.3 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference to such filing.

 

 

 

(d) Exhibits:

 

 

 

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 hereunto duly authorized.