COHU INC
For the period ended Jun 29, 2024. Filed Aug 1, 2024.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 29, 2024 · Filed Aug 1, 2024
COHU$38.49+10.3%Stored close · as of Nov 6, 2026
What changed in Risk Factors?
Read the current filingPrevious report: 10-Q
Period ended 2024-03-30; filed 2024-05-03.
0001437749-24-014436
Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsDefaults Upon Senior SecuritiesMine Safety DisclosuresOther InformationCurrent report: 10-Q
Period ended 2024-06-29; filed 2024-08-01.
0001437749-24-024178
Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsDefaults Upon Senior SecuritiesMine Safety DisclosuresThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 11 previous paragraphs and 8 current paragraphs.
6 unchanged; 2 reworded; 0 added; 3 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 7 previous and 2 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
The current filing states there were no material changes to risk factors.
This is the filer’s own statement, not a conclusion from the comparison. Read its qualifications and the report it references.
Current filing’s statement
The most significant risk factors applicable to Cohu are described in Part I, Item 1A (Risk Factors) of Cohu’s Annual Report on Form 10-K for the fiscal year ended December 30, 2023 (our“2023 Form 10-K”). There have been no material changes to the risk factors previously disclosed in our 2023 Form 10-K.
Removed paragraphs (3)
Previous report
Our directors and executive officers* maypurchase or sell shares of our common stock in the market from time to time, including pursuant to equity trading plans adopted in accordance with Rule10b5*-1 under the Exchange Act and in compliance with guidelines specified by our insider trading policy. In accordance with Rule10b5-1 and our insider trading policy, directors, officers and certain employees who, at such time, arenot in possession of material non-public information are permitted to enter into written plans that pre-establish amounts, prices and dates (or formula for determining the amounts, prices and dates) of future purchases or sales of our stock, including shares acquired pursuant to our equity incentive plans. Under a Rule10b5-1 trading plan, a broker executes trades pursuant to parameters established by the director or executive officer when entering into the plan, without further direction from them. The use of these trading plans permits asset diversification as well as personal financial and tax planning. Our directors and executive officers also* maybuy or sell additional shares outside of a Rule10b5*-1 plan when they arenot in possession of material nonpublic information, subject to compliance with SEC rules, the terms of our insider trading policy and certain minimum holding requirements. During thethree months ended* March 30, 2024,*none of our directors or executive officers adopted, modified or terminated a Rule10b5-1 trading plan.
Previous report
Transactions by Section16 directors and officers will be disclosed publicly through Form144 and Form4 filings with the SEC to the extent required by law. No non-Rule 10b5-1 trading arrangements (as defined by Item408(a) of Regulation S-K) were entered into, adopted or terminated by any Section16 director or officer during thefirst quarter of2024.
Reworded paragraphs (2)
Previous wording
On October 28, 2021, we announced that our Board of Directors authorized a $70 million share repurchase program. On October 25, 2022, our Board of Directors authorized an additional $70 million under the share repurchase program. This share repurchase program was effective as of November 2, 2021 and has no expiration date, and the timing of share repurchases and the number of shares of common stock to be repurchased will depend upon prevailing market conditions and other factors. Repurchases under this program will be made using our existing cash resources and may be commenced or suspended from time-to-time at our discretion without prior notice. Repurchases may be made in the open market, through 10b5-1 programs, or in privately negotiated transactions at prevailing market rates in accordance with federal securities laws. All such repurchased shares and related costs are held as treasury stock and accounted for at trade date using the cost method. During the three months ended March 30, 2024, we repurchased 333,504 shares of our common stock for $10.7 million to be held as treasury stock. During the three months ended April 1, 2023, we repurchased 99,682 shares of our common stock for $3.5 million to be held as treasury stock. As of March 30, 2024, $47.6 million of shares of our common stock remained available for us to repurchase under our share repurchase program.
Current wording
On October 28, 2021, we announced that our Board of Directors authorized a $70 million share repurchase program. This share repurchase program was effective as of November 2, 2021, and has no expiration date. On October 25, 2022, our Board of Directors authorized an additional $70 million under the share repurchase program. The timing of share repurchases and the number of shares of common stock to be repurchased will depend upon prevailing market conditions and other factors. Repurchases under this program will be made using our existing cash resources and may be commenced or suspended from time-to-time at our discretion without prior notice. Repurchases may be made in the open market, through 10b5-1 programs, or in privately negotiated transactions at prevailing market rates in accordance with federal securities laws. All such repurchased shares and related costs are held as treasury stock and accounted for at trade date using the cost method. During the three months ended June 29, 2024, we repurchased 267,000 shares of our common stock for $8.2 million to be held as treasury stock. During the six months ended June 29, 2024, we repurchased 600,504 shares of our common stock for $18.9 million to be held as treasury stock. During the three months ended July 1, 2023, we repurchased 77,203 shares of our common stock for $2.7 million to be held as treasury stock. During the six months ended July 1, 2023, we repurchased 176,885 shares of our common stock for $6.2 million to be held as treasury stock. As of June 29, 2024, $39.4 million of shares of our common stock remained available for us to repurchase under our share repurchase program.
Previous wording
Share repurchase activity during the first quarter of fiscal 2024 was as follows:
Current wording
Share repurchase activity during the second quarter of fiscal 2024 was as follows: