Every material Form 8-K Synaptics has filed with the SEC since April 18, 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Synaptics reported fiscal first-quarter 2027 results for the quarter ended September 26, 2026, with revenue of $294.0 million, up 1% year over year, and a GAAP net loss of $17.7 million, narrower than the $20.6 million loss a year earlier. The company said supply constraints and memory-related demand affected revenue, and it will not hold an earnings call or provide a financial outlook because of its pending acquisition by onsemi, which was restructured into an all-cash deal on October 1, 2026.
Revenue of $294.0 million, up from $292.5 million a year earlier
GAAP net loss of $17.7 million, or $0.45 per share, versus $20.6 million, or $0.53 per share, a year earlier
Non-GAAP diluted earnings per share of $1.26, up from $1.09 a year earlier
No earnings call or forward-looking outlook due to the pending onsemi acquisition
At its October 27, 2026 annual meeting, Synaptics stockholders approved an amended and restated 2019 Equity and Incentive Compensation Plan that adds 1,000,000 authorized shares, and they elected all eight director nominees and ratified KPMG LLP as auditor. The equity plan is the only proposal in the filing with a meaningful number of votes against, which matters to shareholders because it increases the shares available for compensation awards.
Proposal Three, the 2019 Plan amendment, received 21,519,926 votes for and 8,966,641 against, with 40,693 abstentions and 5,609,594 broker non-votes.
All eight directors were elected to serve until the 2027 annual meeting; Patricia Kummrow received 28,113,898 votes for and 2,379,365 against.
Stockholders ratified KPMG LLP as independent auditor for the fiscal year ending June 27, 2026, with 35,640,914 votes for.
Stockholders approved, on a non-binding advisory basis, the compensation of named executive officers for fiscal 2026 with 29,665,399 votes for.
Synaptics said its Vice President, Corporate Controller and Principal Accounting Officer, Esther Song, resigned effective October 28, 2026, to pursue other opportunities, and that the resignation was not due to any disagreement with the company. Kermit Nolan, a Vice President, Finance, will take over the Principal Accounting Officer role on the same date with no additional compensation. The change affects the company's accounting leadership, though the filing describes it as a planned transition.
Esther Song resigned on October 13, 2026, effective October 28, 2026, and will remain employed until then
Kermit Nolan, 67, was appointed Principal Accounting Officer effective October 28, 2026
Nolan previously served as Corporate Vice President, Chief Accounting Officer from February 2019 until retiring at the end of 2023
The filing states Song's resignation was not due to any disagreement on operations, accounting or policies
Synaptics and onsemi signed an amended and restated merger agreement on October 1, 2026, after an unsolicited competing proposal received September 2, 2026. Synaptics shareholders would receive $123 per share in cash instead of onsemi stock, and the Synaptics board unanimously approved the revised deal. The transaction is expected to close by mid-2027, subject to Synaptics shareholder approval and regulatory approvals.
Merger consideration is $123 per share in cash, without interest; the deal is valued at approximately $5.7 billion, compared with approximately $7 billion under the prior agreement.
The transaction is expected to close by mid-2027, subject to Synaptics shareholder approval, required regulatory approvals and other customary conditions.
The Federal Trade Commission has approved the transaction, and regulators in other jurisdictions are reviewing it; the Hart-Scott-Rodino approval has already been obtained.
onsemi will fund the deal with cash on hand and committed debt financing from Morgan Stanley, and the agreement has no financing condition.
Synaptics CFO Ken Rizvi resigned effective immediately on August 20, 2026, to pursue a new opportunity, and he will stay in an advisory role through September 30, 2026. The company will not search for a successor because of the pending merger with ON Semiconductor Corporation announced June 25, 2026, so CEO Rahul Patel will serve as principal financial officer through the merger's closing.
Rizvi resigned August 20, 2026, effective immediately, and will remain employed in an advisory role through September 30, 2026, keeping his current compensation and benefits until employment ends.
Rahul Patel, President and CEO, serves as principal financial officer through the closing of the merger and receives no additional compensation for the role.
No successor CFO search is planned, due to the pending merger with ON Semiconductor Corporation announced June 25, 2026.
The company said the resignation was not due to any disagreement over operations, accounting or other policies or practices.
Synaptics reported fourth-quarter revenue of $308.0 million, up 9% year over year, and fiscal 2026 revenue of $1.2 billion, up 11%. A $425.3 million non-cash tax charge to establish a valuation allowance against U.S. deferred tax assets produced a fourth-quarter GAAP net loss of $447.4 million. The company will not hold an earnings call or provide a forward-looking outlook because of its pending all-stock acquisition by onsemi.
Q4 fiscal 2026 revenue was $308.0 million, up from $282.8 million a year earlier.
Q4 GAAP net loss was $447.4 million, or $11.53 per share, versus a loss of $4.7 million a year earlier; non-GAAP diluted EPS was $1.23, up from $1.01.
Fiscal 2026 revenue was $1.2 billion, up 11%; GAAP net loss was $490.8 million, or $12.62 per share; non-GAAP diluted EPS rose 27% to $4.58.
No earnings call or outlook, due to the pending all-stock merger with onsemi agreed on June 25, 2026.
onsemi agreed to acquire Synaptics in an all-stock transaction with a total enterprise value of approximately $7 billion. Each Synaptics share will convert into 1.350 onsemi shares, a premium of approximately 19% to the 10-day volume weighted average closing prices, and Synaptics stockholders are expected to own about 12% of the combined company. Closing is expected in mid-2027, subject to a Synaptics stockholder vote, regulatory approvals and other conditions, and Synaptics agreed to pay onsemi a $235 million termination fee in specified circumstances.
Each Synaptics share converts into 1.350 shares of onsemi common stock; the deal is all-stock
Total enterprise value of approximately $7 billion, about a 19% premium to 10-day VWAP
Expected close in mid-2027; the End Date is June 25, 2027, extendable up to 21 months
Synaptics termination fee of $235 million; onsemi regulatory termination fee of $320 million
Synaptics reported fiscal third-quarter 2026 revenue of $294.2 million, up 10% from a year earlier, with Core IoT product sales up 31%. The GAAP net loss narrowed to $8.0 million, or $0.21 per share, from $21.8 million, or $0.56 per share, a year earlier, while non-GAAP diluted EPS rose to $1.09 from $0.90. The company guided fourth-quarter revenue to $305 million, plus or minus $10 million, and non-GAAP EPS to $1.20, plus or minus $0.15.
Revenue of $294.2 million, up 10% from $266.6 million a year earlier; Core IoT product sales grew 31%.
GAAP net loss of $8.0 million, or $0.21 per share, versus a $21.8 million loss ($0.56 per share) a year earlier.
Non-GAAP diluted EPS of $1.09, up from $0.90 a year earlier.
Fourth-quarter fiscal 2026 outlook: revenue of $305 million plus or minus $10 million; non-GAAP EPS of $1.20 plus or minus $0.15.
Synaptics reported fiscal second-quarter 2026 revenue of $302.5 million, up 13% from a year earlier, with Core IoT product sales up 53%. The company posted a GAAP net loss of $14.8 million, or $0.38 per share, compared with a profit of $1.8 million a year earlier, while non-GAAP diluted earnings per share rose to $1.21 from $0.92. Its third-quarter outlook calls for revenue of $290 million plus or minus $10 million and non-GAAP earnings per share of $1.00 plus or minus $0.15, both below the second-quarter results.
Q2 fiscal 2026 net revenue was $302.5 million, up from $267.2 million in the prior-year quarter
GAAP net loss was $14.8 million ($0.38 per share), compared with net income of $1.8 million ($0.05 per share) a year earlier
Non-GAAP diluted earnings per share were $1.21, up from $0.92
Third-quarter fiscal 2026 guidance: revenue of $290 million ±$10 million; GAAP loss per share of ($0.46) ±$0.25
Synaptics expanded its board from eight to nine directors and appointed Venkatesh Nathamuni as an independent director effective January 1, 2026, with a seat on the Audit Committee. The filing says he is expected to stand for election at the 2026 Annual Meeting of Stockholders, and that the board considers him an audit committee financial expert.
Appointed by the Board on December 29, 2025; service began January 1, 2026
Currently Executive Vice President and CFO of Jacobs Solutions, Inc., since June 2024; previously CFO of Cirrus Logic from 2022 to 2024
Director compensation includes 2,300 restricted stock units granted January 2, 2026, valued at $210,000, with an annual cash retainer of $75,000 for Board service and $10,000 for Audit Committee service
Synaptics reported first-quarter fiscal 2026 results for the period ended September 27, 2025, with revenue up 14% year-over-year to $292.5 million and Core IoT product sales up 74%. The company still posted a GAAP net loss of $20.6 million, or $0.53 per share, though that was smaller than the $23.1 million loss a year earlier, and non-GAAP diluted EPS rose to $1.09 from $0.81. The company guided second-quarter revenue to $300 million, plus or minus $10 million.
Revenue of $292.5 million, up from $257.7 million in the same quarter a year earlier.
GAAP net loss of $20.6 million ($0.53 per share), compared with a $23.1 million loss ($0.58 per share) a year earlier.
Non-GAAP diluted EPS of $1.09, compared with $0.81; non-GAAP gross margin was 53.2%.
Second-quarter fiscal 2026 outlook: revenue of $300 million ±$10 million and non-GAAP EPS of $1.15 ±$0.15; GAAP EPS guided to a loss of ($0.50) ±$0.25.
At its 2025 Annual Meeting on October 28, 2025, Synaptics stockholders approved amended 2019 Equity and Incentive Compensation and Employee Stock Purchase plans that add 1,900,000 and 1,500,000 shares, respectively, for issuance. They also elected six directors and ratified KPMG LLP as independent auditor for the fiscal year ending June 27, 2026. The increases expand the number of shares the company may issue under these plans, which is relevant to existing shareholders' ownership percentages.
Synaptics reported fourth-quarter fiscal 2025 revenue of $282.8 million, up from $247.4 million a year earlier, but a GAAP net loss of $4.7 million, compared with net income of $208.3 million a year earlier. The company also guided first-quarter fiscal 2026 revenue to $290 million plus or minus $10 million and authorized a new buyback of up to $150 million of common stock, which has no expiration date.
Q4 non-GAAP diluted EPS was $1.01, versus $0.64 a year earlier; Q4 GAAP loss was $0.12 per basic share.
Prior-year Q4 GAAP net income of $208.3 million included a $245.0 million income tax benefit.
Q1 fiscal 2026 guidance: revenue $290 million ± $10 million; GAAP loss per share ($0.54) ± $0.25.
Board authorized the buyback of up to $150 million on August 5, 2025; the company repurchased $128 million of stock in fiscal 2025.
Synaptics granted Chief Financial Officer Ken Rizvi a retention award of 21,157 time-vested restricted stock units on May 22, 2025, after he served as interim CEO. The award vests in four equal quarterly installments and is tied to his continued employment, which helps the company keep its finance chief as it transitions to new CEO Rahul Patel.
Retention award of 21,157 restricted stock units granted to CFO Ken Rizvi on May 22, 2025
Units vest in four equal quarterly installments, subject to continued employment
Unvested units are forfeited on voluntary departure or termination for cause, and vest in full on certain covered terminations
Rahul Patel named successor CEO, with a start date no later than June 2, 2025
Synaptics appointed Rahul Patel, a former Qualcomm and Broadcom executive, as President, Chief Executive Officer and director, effective no later than June 2, 2025. CFO Ken Rizvi, who has been interim CEO since February 2025, will remain CFO. The filing sets out Patel's pay package and severance terms, which shareholders should note as a significant leadership change.
Patel's offer letter sets a $800,000 base salary, a 125% target bonus, a $1,850,000 sign-on cash bonus and $15 million in equity awards, including a $5 million supplemental award.
Equity awards are granted July 17, 2025, subject to continued service.
Severance under a change in control is 2 times base salary plus 200% of target bonus, with accelerated vesting of RSUs and PSUs.
Synaptics reported fiscal third-quarter 2025 revenue of $266.6 million, up from $237.3 million a year earlier, with non-GAAP diluted EPS of $0.90 versus $0.53. GAAP net loss widened to $21.8 million, or $0.56 per share, from $18.1 million, or $0.46 per share, after a $13.8 million intangible asset impairment charge. The company guided fourth-quarter revenue to $280 million plus or minus $15 million and non-GAAP EPS to $1.00 plus or minus $0.20.
Q3 revenue of $266.6 million, up from $237.3 million a year earlier; Core IoT sales grew 43% year over year
GAAP net loss of $21.8 million, or $0.56 per share, versus $18.1 million, or $0.46 per share, a year earlier
Q4 fiscal 2025 guidance: revenue of $280 million plus or minus $15 million; GAAP loss per share of $0.68 plus or minus $0.30; non-GAAP EPS of $1.00 plus or minus $0.20
Repurchased approximately 546,000 shares for $37.9 million in the quarter
Synaptics updated its indemnification agreements for directors and officers and adopted new change-in-control and severance agreements for executives, all effective April 17, 2025. The board also granted retention restricted stock units to named executives during the period the company is searching for a permanent CEO, after its CEO resigned in February 2025.
Retention RSU grants on April 17, 2025: 21,854 to Ken Rizvi, 23,415 to Vikram Gupta, 15,610 to Lisa Bodensteiner and 21,854 to Satish Ganesan.
Retention units vest 50% on the first anniversary of the grant date, with the rest in equal quarterly installments over the following year.
Severance for a CEO in a change-in-control period is 2x base salary plus 200% of target bonus; other executives receive 1.5x base salary plus 150% of target bonus.
Ken Rizvi serves as Interim CEO and CFO following the CEO's resignation announced February 3, 2025.
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