sitm-20230331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q/A

(Amendment No. 1)

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2023


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-39135

SiTime Corporation

(Exact name of registrant as specified in its charter)


Delaware			02-0713868
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)
5451 Patrick Henry Drive Santa Clara, CA			95054
(Address of principal executive offices)			(Zip Code)

Registrant’s telephone number, including area code: (408) 328-4400

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 share

SITM

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐


Large accelerated filer	☒	Accelerated filer	☐

Non-accelerated filer	☐	Smaller reporting company	☐

Emerging growth company	☐


		Page
	Risk Factor Summary	1
PART I.	FINANCIAL INFORMATION	3
Item 1.	Financial Statements (Unaudited)	3
	Condensed Consolidated Balance Sheets	3
	Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)	4
	Condensed Consolidated Statements of Stockholders’ Equity	5
	Condensed Consolidated Statements of Cash Flows	6
	Notes to Unaudited Condensed Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	17
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	24
Item 4.	Controls and Procedures	25
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	26
Item 1A.	Risk Factors	26
Item 5	Other Information	49
Item 6.	Exhibits	50
Signatures		51


	As of
	March 31, 2023		December 31, 2022
Assets:
Current assets:
Cash and cash equivalents	$	38,265	$	34,603
Short-term investments in held-to-maturity securities	537,818		529,494
Accounts receivable, net	21,464		41,229
Inventories	60,011		57,650
Prepaid expenses and other current assets	8,986		6,091
Total current assets	666,544		669,067
Property and equipment, net	57,487		58,772
Intangible assets, net	4,800		5,205
Right-of-use assets, net	10,227		10,848
Other assets	7,370		6,724
Total assets	$	746,428	$	750,616
Liabilities and Stockholders' Equity:
Current liabilities:
Accounts payable	$	8,186	$	14,881
Accrued expenses and other current liabilities	17,020		18,913
Total current liabilities	25,206		33,794
Lease liabilities	7,471		8,149
Other non-current liabilities	91		193
Total liabilities	32,768		42,136
Commitments and contingencies (Note 9)
Stockholders’ equity:
Common stock, $0.0001 par value - 200,000 shares authorized; 21,952 and 21,702 shares issued and outstanding at March 31, 2023 and December 31, 2022	2		2
Additional paid-in capital	738,013		716,343
Accumulated deficit	(24,355)		(7,865)
Total stockholders’ equity	713,660		708,480
Total liabilities and stockholders’ equity	$	746,428	$	750,616


	Three Months Ended March 31,
	2023		2022
Revenue	$	38,343	$	70,253
Cost of revenue	15,302		25,020
Gross profit	23,041		45,233
Operating expenses:
Research and development	24,457		20,595
Selling, general and administrative	20,733		18,578
Total operating expenses	45,190		39,173
Income (loss) from operations	(22,149)		6,060
Interest income	5,629		—
Other income, net	100		148
Income (loss) before income taxes	(16,420)		6,208
Income tax expense	(70)		(68)
Net income (loss)	(16,490)		6,140
Net income (loss) attributable to common stockholders and comprehensive income (loss)	$	(16,490)	$	6,140
Net income (loss) per share attributable to common stockholders, basic	$	(0.76)	$	0.29
Net income (loss) per share attributable to common stockholders, diluted	$	(0.76)	$	0.27
Weighted-average shares used to compute basic net income (loss) per share	21,794		20,921
Weighted-average shares used to compute diluted net income (loss) per share	21,794		22,703


	Common Stock			Additional Paid-in Capital		Accumulated Deficit		Total Stockholders' Equity
	Shares	Amount

Balances at December 31, 2022	21,702	$	2	$	716,343	$	(7,865)	$	708,480
Stock-based compensation expense	—	—		19,136		—		19,136
Net loss	—	—		—		(16,490)		(16,490)
Issuance of common stock in connection with At-The-Market offering net of underwriting discounts and commissions and other offering costs	100	—		12,749		—		12,749
Issuance of shares upon vesting of restricted stock units, net of tax withholdings	150	—		(10,215)		—		(10,215)
Balances at March 31, 2023	21,952	$	2	$	738,013	$	(24,355)	$	713,660

Balances at December 31, 2021	20,825	$	2	$	663,614	$	(31,119)	$	632,497
Stock-based compensation expense	—	—		15,237		—		15,237
Net income	—	—		—		6,140		6,140
Issuance of shares upon vesting of restricted stock units, net of tax withholdings	217	—		—		—		—
Balances at March 31, 2022	21,042	$	2	$	678,851	$	(24,979)	$	653,874


	Three Months Ended March 31, 2023
	As Reported		Adjustment		As Restated
	(in thousands)
Cash flows from operating activities:
Net change in unrealized interest on held to maturity securities	$	(4,235)	$	4,447	$	212
Net cash provided by operating activities	$	7,502	$	4,447	$	11,949
Cash flows from investing activities:
Proceeds from maturity of held to maturity securities	$	375,454	$	(4,447)	$	371,007
Net cash used in investing activities	$	(6,374)	$	(4,447)	$	(10,821)


	(in thousands)
2023 (remainder)	$	1,803
2024	1,711
2025	708
2026	385
2027	193
	$	4,800


	(in thousands)
Remainder of 2023	$	2,197
2024	3,060
2025	2,702
2026	2,177
2027	629
2028 and beyond	190
Total minimum lease payments	10,955
Less: amount of lease payments representing interest	(910)
Present value of future minimum lease payments	10,045
Less: current obligations under leases	(2,574)
Long-term lease liabilities	$	7,471


	RSU Number of Shares	Grant Date Fair Value per share		PRSU Number of Shares	Grant Date Fair Value per share		MYPSU Number of Shares	Grant Date Fair Value per share

Unvested at December 31, 2022	1,717,994	$	73.6	58,954	$	261.4	311,872	$	88.6
Granted	368,363	123.1		122,466	145.5		—	—
Vested	(234,633)	56.6		—	—		—	—
Forfeited	(27,792)	67.4		(58,954)	261.4		—	—
Unvested at March 31, 2023	1,823,932	$	82.8	122,466	$	145.5	311,872	$	88.6


	As of March 31, 2023
	Unrecognized Compensation Costs (in millions)		Weighted Average Period of Recognition (in years)
RSUs	$	141.3	2.2
PRSUs	$	13.7	1.6
MYPSUs	$	16.9	1.5
Liability-based awards	$	2.0	0.6


	As of
	March 31, 2023		December 31, 2022

	(in thousands)
Raw materials	$	26,111	$	17,518
Work in progress	26,037		33,687
Finished goods	7,863		6,445
Total inventories	$	60,011	$	57,650


	As of
	March 31, 2023		December 31, 2022

	(in thousands)
Lab and manufacturing equipment	$	75,652	$	73,220
Computer equipment	3,238		3,170
Furniture and fixtures	563		509
Construction in progress	5,115		5,967
Leasehold improvements	7,365		7,129
	91,933		89,995
Accumulated depreciation	(34,446)		(31,223)
Total property and equipment, net	$	57,487	$	58,772


	As of
	March 31, 2023						December 31, 2022

	(in thousands)
	Gross Assets		Accumulated Amortization		Net Assets		Gross Assets		Accumulated Amortization		Net Assets
Internal use software	$	9,434	$	(8,933)	$	501	$	9,434	$	(8,833)	$	601
Purchased software	12,772		(8,473)		4,299		12,583		(7,978)		4,604
Intangible assets	$	22,206	$	(17,406)	$	4,800	$	22,017	$	(16,811)	$	5,205


	As of
	March 31, 2023		December 31, 2022

	(in thousands)
Accrued payroll and related benefits	$	4,801	$	6,109
Revenue reserves	2,047		1,840
Deferred non-recurring engineering services	2,628		2,689
Short term lease liability	2,574		2,485
Other accrued expenses	4,970		5,790
Total accrued expenses and other current liabilities	$	17,020	$	18,913

SEC Form 10-Q/A filed by SiTime Corporation (Amendment)