CIRRUS LOGIC, INC. (NASDAQ:CRUS) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 – Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.

Base Salary Adjustments

On September 18, 2017, as part of its annual review of executive compensation, the Compensation Committee (the “Committee”) of the Board of Directors of Cirrus Logic, Inc. (the “Company”) approved the following salary increases effective immediately for the Company’s named executive officers:

Amendment to the 2007 Management and Key Individual Contributor Incentive Plan

On September 18, 2017, the Committee also amended Schedule A of the 2007 Management and Key Individual Contributor Incentive Plan, as amended and restated as of May 20, 2016 (the “Incentive Plan”). On May 25, 2016, the Incentive Plan was filed with Registrant’s Report on Form 10-K for the fiscal year ended March 26, 2016.

In particular, following the Committee’s amendments, the Target Incentive Factors for each six-month plan cycle (as shown in Schedule A of the Incentive Plan) are as follows:

The Committee considers a broad range of factors when adjusting compensation, including company and individual performance, the strategic importance of an executive’s position, history of pay adjustments, internal pay equity, the executive’s time in the position, and comparability with peer companies and market data. For example, the Committee considers comparable external pay practices of peer companies and aims to set base salary and target total cash compensation (including salary and target Incentive Plan payout) with reference to the 50th percentile for positions of similar scope and responsibility at those peer companies, with the potential to earn above this level for higher levels of performance.

These factors, and particularly strong company and individual performance over the prior 12 months, led the Committee to adjust the CEO’s base salary and target total cash compensation (through the CEO’s target incentive factor) in line with the 75th percentile of peer companies.

Prior to the Committee’s actions, the base salary and target total cash compensation of the remaining named executive officers were well below the peer companies’ 50th percentile. In an effort to maintain competitive compensation for these named executive officers, the Committee increased base salaries, which resulted in base salary levels for the remaining named executive officers falling between the peer companies’ 25th and 50th percentiles. In addition, the Committee increased the remaining named executive officers’ shared target incentive factor, which resulted in their target total cash compensations falling in the 25th to 75th percentile ranges.

About CIRRUS LOGIC, INC. (NASDAQ:CRUS)

Cirrus Logic, Inc. is engaged in providing integrated circuits (ICs) for audio and voice signal processing applications. The Company develops analog and mixed-signal ICs for a range of customers. The Company offers two product lines: Portable Audio, and Non-Portable Audio and Other. The Company’s primary facility housing engineering, sales and marketing, and administration functions is located in Austin, Texas. The Company offers products through both direct and indirect sales channels across the world. The Company’s portable audio products include analog and mixed-signal components designed for mobile devices including smartphones, tablets, digital headsets, wearables, smart accessories and portable media players. Its non-portable audio and other products include analog and mixed-signal components targeting the consumer market, including smart home applications, and the automotive, energy and industrial markets.