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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Xilinx Inc | NASDAQ:XLNX | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 194.92 | 214.41 | 188.11 | 0 | 01:00:00 |
Delaware
(State or other jurisdiction of
incorporation or organization)
|
|
77-0188631
(I.R.S. Employer
Identification No.)
|
Title of Each Class of Securities
to be Registered |
Amount to be
Registered (1) |
Proposed Maximum
Offering Price Per Share(2) |
Proposed Maximum
Aggregate Offering Price(2) |
Amount of
Registration Fee |
Common Stock, $0.01 par value, to be issued under the 2007 Equity Incentive Plan
|
2,500,000
|
$57.89
|
$144,725,000
|
$16,773.63
|
(1)
|
In accordance with Rule 416(a) under the Securities Act of 1933, as amended, this Registration Statement shall be deemed to cover additional shares of common stock which may be issued pursuant to the 2007 Equity Incentive Plan as a result of stock splits, stock dividends or similar transactions.
|
(2)
|
Pursuant to Rule 457(h)(1) under the Securities Act of 1933, as amended, the offering price is estimated solely for the purpose of calculating the registration fee upon the basis of the average of the high and low prices of the common stock of Xilinx, Inc. on January 23, 2017
as reported on the NASDAQ Global Select Market.
|
(a)
|
The Registrant’s annual report on Form 10-K filed pursuant to section 13(a) or 15(d) of the Exchange Act, containing audited financial statements for the Company’s fiscal year ended April 2, 2016, as filed with the Commission on May 17, 2016.
|
(b)
|
All other reports filed pursuant to Section 13(a) or 15(d) of the Exchange Act since the end of the fiscal year covered by the Registrant’s document referred to in (a) above.
|
(c)
|
The description of the Registrant’s common stock set forth in its Registration Statement on Form 8-A (File No. 0-18548) filed with the Commission on April 27, 1990, including any amendment or report subsequently filed by the Registrant for the purpose of updating the description.
|
Exhibit No.
|
Description of Exhibit
|
4.1
|
Restated Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to the Company’s Annual Report on Form 10-K filed on May 30, 2007).
|
|
|
4.2
|
Bylaws of the Company, as amended and restated (incorporated by reference to Exhibit 3.2 of the Company’s Form 8-K filed on May 15, 2012).
|
|
|
5.1
|
Opinion of Counsel.
|
|
|
23.1
|
Consent of Counsel (included in Exhibit 5.1).
|
|
|
23.2
|
Consent of Ernst & Young LLP.
|
|
|
24.1
|
Power of attorney (included on signature pages hereto).
|
|
|
99.1
|
2007 Equity Incentive Plan (incorporated by reference to Appendix A to the Company’s Schedule 14A filed on June 1, 2016).
|
(1)
|
To file, during any period in which offers or sales are being made, a post-effective amendment to this Registration Statement:
|
(i)
|
To include any prospectus required by Section 10(a)(3) of the Securities Act of 1933;
|
(ii)
|
To reflect in the prospectus any facts or events arising after the effective date of the Registration Statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the Registration Statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than a 20 percent change in the maximum aggregate offering price set forth in the "Calculation of Registration Fee" table in the effective Registration Statement;
|
(iii)
|
To include any material information with respect to the plan of distribution not previously disclosed in the Registration Statement or any material change to such information in the Registration Statement;
|
(2)
|
That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new Registration Statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial
bona fide
offering thereof.
|
(3)
|
To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.
|
Signature
|
|
Title
|
|
Date
|
|
|
|
|
|
By: /s/ Moshe N. Gavrielov
Moshe N. Gavrielov
|
|
President, Chief Executive Officer (Principal Executive Officer) and Director
|
|
January 27, 2017
|
|
||||
|
|
|
|
|
By: /s/ Lorenzo A. Flores
Lorenzo A. Flores
|
|
Senior Vice President and Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)
|
|
January 27, 2017
|
|
||||
|
|
|||
By: /s/ Dennis Segers
Dennis Segers
|
|
Chairman of the Board of Directors
|
|
January 27, 2017
|
|
|
|
|
|
By: /s/ Saar Gillai
Saar Gillai
|
|
Director
|
|
January 27, 2017
|
|
|
|
|
|
By: /s/ Ronald S. Jankov
Ronald S. Jankov
|
|
Director
|
|
January 27, 2017
|
|
|
|
|
|
By: /s/ Thomas H. Lee
Thomas H. Lee
|
|
Director
|
|
January 27, 2017
|
|
|
|
|
|
B
y: /s/ J. Michael Patterson
J. Michael Patterson
|
|
Director
|
|
January 27, 2017
|
|
|
|
|
|
By: /s/ Albert A. Pimentel
Albert A. Pimentel
|
|
Director
|
|
January 27, 2017
|
|
|
|
|
|
By: /s/ Marshall C. Turner
Marshall C. Turner
|
|
Director
|
|
January 27, 2017
|
|
|
|
|
|
By: /s/ Elizabeth W. Vanderslice
Elizabeth W. Vanderslice
|
|
Director
|
|
January 27, 2017
|
|
|
|
|
Exhibit No.
|
Description of Exhibit
|
4.1
|
Restated Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to the Company’s Annual Report on Form 10-K filed on May 30, 2007).
|
4.2
|
Bylaws of the Company, as amended and restated (incorporated by reference to Exhibit 3.2 to the Company’s Form 8-K filed on May 15, 2012).
|
5.1
|
Opinion of Counsel.
|
23.1
|
Consent of Counsel (included in Exhibit 5.1).
|
23.2
|
Consent of Ernst & Young LLP.
|
24.1
|
Power of attorney (included on signature pages hereto).
|
99.1
|
2007 Equity Incentive Plan (incorporated by reference to Appendix A to the Company’s Schedule 14A filed on June 1, 2016).
|
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