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* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|---|---|---|
Primary Responsibilities The HR and Compensation Committee designs the compensation plans and determines compensation levels for our Chief Executive Officer, other executive officers and directors; administers and approves stock offerings under our employee stock purchase and long-term incentive plans; reviews our employee compensation and talent management policies and practices; administers our incentive compensation repayment policy; reviews our stock ownership guidelines for executive officers and directors; reviews our policies, programs and initiatives focusing on workforce diversity, equity and inclusion; monitors the effectiveness of strategic initiatives designed to attract, engage, motivate and retain employees (human capital management); and reviews executive officer development and succession planning, among other functions. | |||
A significant portion of our executive officers’ compensation varies with the Company’s performance. For fiscal 2024, 61% of our CEO’s target total direct compensation and 60% of our other named executive officers’ (NEOs’) aggregate target total direct compensation was based on Company performance. Our LTIP and Change in Control Severance Plan include a “double-trigger” provision for vesting of equity in connection with a change in control. In the event of a change in control where the acquirer assumes our outstanding unvested equity awards, the vesting of an executive officer’s awards would accelerate only if the executive officer experiences a qualifying termination of employment in connection with the change in control. Awards that are not assumed will vest in accordance with the terms of the Long-Term Incentive Plan (LTIP) and applicable award agreements. We have a balanced approach to our incentive compensation programs with differentiated measures and time periods, and an ACIP modifier for human capital advancements. Our fiscal 2024 Annual Cash Incentive Plan (ACIP) is based on one year Adjusted Revenues and Adjusted Operating Income, with a modifier for human capital advancements. Performance stock units (PSUs) are based on three-year relative total stockholder return (RTSR) and Adjusted Earnings Per Share (EPS) performance and have a three-year cliff vest. Restricted stock units (RSUs) vest annually over three years. We have limits on the amounts of variable compensation that may be earned. Earned amounts under our ACIP are limited to 2x target amounts, and earned PSUs are limited to 2x target shares. We further limit earned RTSR PSUs to no more than the target shares if absolute total stockholder return (TSR) is negative over the three-year performance period, regardless of the level of RTSR. We have an incentive compensation repayment (“clawback”) policy that is applicable to cash and equity incentive compensation. We require executive officers to repay to us earned amounts under our ACIP and PSUs if required by our clawback policy, applicable regulations or stock exchange rules. A copy of our clawback policy is publicly filed with our Annual Report on Form 10-K. We have robust stock ownership guidelines. Our CEO is required to own 10x his salary and our other executive officers are required to own 2x their respective salaries in our common stock. As of December 15, 2024, all of our NEOs met their stock ownership guidelines. Additional information regarding stock ownership of management is contained in the “Stock Ownership of Certain Beneficial Owners and Management” section on page 47 . We manage potential compensation-related risks to the Company. We perform annual risk assessments for our executive compensation program, as well as incentive arrangements below the executive level. This review is supported by Pay Governance, the HR and Compensation Committee’s independent compensation consultant. We engage independent advisors. The HR and Compensation Committee obtains advice and assistance from external legal and other advisors. Its independent compensation consultant, Pay Governance, provides information and advice regarding compensation philosophy, objectives and strategy, including trends and regulatory and governance considerations related to executive compensation. | |||
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Name and Principal Position
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Year
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Salary
($) |
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Bonus
($) |
| |
Stock
Awards ($) |
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Non-Equity
Incentive Plan Compensation ($) |
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All Other
Compensation ($) |
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Total
($) |
| |||||||||||||||||||||
| |
Cristiano R. Amon
President and Chief Executive Officer |
| | | | 2024 | | | | | | 1,350,000 | | | | | | — | | | | | | 20,000,084 | | | | | | 3,753,000 | | | | | | 828,490 | | | | | | 25,931,574 | | |
| | | | 2023 | | | | | | 1,346,154 | | | | | | — | | | | | | 21,110,241 | | | | | | 540,000 | | | | | | 493,940 | | | | | | 23,490,335 | | | |||
| | | | 2022 | | | | | | 1,150,000 | | | | | | — | | | | | | — | | | | | | 2,737,000 | | | | | | 867,113 | | | | | | 4,754,113 | | | |||
| |
Akash Palkhiwala
Chief Financial Officer and Chief Operating Officer |
| | | | 2024 | | | | | | 848,151 | | | | | | — | | | | | | 10,000,421 | | | | | | 1,877,000 | | | | | | 106,194 | | | | | | 12,831,766 | | |
| | | | 2023 | | | | | | 750,214 | | | | | | — | | | | | | 7,390,206 | | | | | | 225,000 | | | | | | 151,539 | | | | | | 8,516,959 | | | |||
| | | | 2022 | | | | | | 750,214 | | | | | | — | | | | | | — | | | | | | 1,339,000 | | | | | | 186,556 | | | | | | 2,275,770 | | | |||
| |
James H. Thompson
Chief Technology Officer |
| | | | 2024 | | | | | | 900,058 | | | | | | — | | | | | | 10,000,205 | | | | | | 1,877,000 | | | | | | 171,614 | | | | | | 12,948,877 | | |
| | | | 2023 | | | | | | 900,058 | | | | | | — | | | | | | 9,500,276 | | | | | | 270,000 | | | | | | 123,544 | | | | | | 10,793,878 | | | |||
| | | | 2022 | | | | | | 900,058 | | | | | | — | | | | | | — | | | | | | 1,607,000 | | | | | | 149,775 | | | | | | 2,656,833 | | | |||
| |
Alexander H. Rogers
President, Qualcomm Technology Licensing and Global Affairs |
| | | | 2024 | | | | | | 800,010 | | | | | | — | | | | | | 6,000,327 | | | | | | 1,557,000 | | | | | | 80,046 | | | | | | 8,437,383 | | |
| | | | 2023 | | | | | | 800,010 | | | | | | — | | | | | | 6,330,200 | | | | | | 224,000 | | | | | | 145,453 | | | | | | 7,499,663 | | | |||
| | | | 2022 | | | | | | 800,010 | | | | | | — | | | | | | — | | | | | | 1,333,000 | | | | | | 153,777 | | | | | | 2,286,787 | | | |||
| |
Ann Chaplin
General Counsel and Corporate Secretary |
| | | | 2024 | | | | | | 700,000 | | | | | | — | | | | | | 5,250,210 | | | | | | 973,000 | | | | | | 42,750 | | | | | | 6,965,960 | | |
| | | | 2023 | | | | | | 700,000 | | | | | | — | | | | | | 4,480,192 | | | | | | 140,000 | | | | | | 207,970 | | | | | | 5,528,162 | | | |||
| | | | 2022 | | | | | | 619,231 | | | | | | 1,250,000 | | | | | | 5,500,250 | | | | | | 833,000 | | | | | | 157,255 | | | | | | 8,359,736 | | | |||
Customers
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|---|---|---|
| THOMPSON JAMES H | - | 277,799 | 45,453 |
| THOMPSON JAMES H | - | 242,114 | 45,453 |
| Palkhiwala Akash J. | - | 53,112 | 0 |
| AMON CRISTIANO R | - | 40,500 | 172,015 |
| ROGERS ALEXANDER H | - | 23,637 | 0 |
| ROGERS ALEXANDER H | - | 20,762 | 0 |
| ACE HEATHER S | - | 13,196 | 22,793 |
| MCLAUGHLIN MARK D | - | 8,903 | 23,138 |
| TRICOIRE JEAN-PASCAL | - | 8,301 | 0 |
| CHAPLIN ANN C | - | 7,362 | 0 |
| Smit Neil | - | 6,267 | 0 |
| CATHEY JAMES J | - | 4,972 | 0 |
| CATHEY JAMES J | - | 4,450 | 0 |
| Henderson Jeffrey William | - | 2,105 | 0 |
| MYERS MARIE | - | 677 | 0 |
| MARTIN NEIL | - | 461 | 0 |
| MARTIN NEIL | - | 247 | 0 |
| ACEVEDO SYLVIA | - | 54 | 0 |
| Miller Jamie S | - | 0 | 6,018 |
| AMON CRISTIANO R | - | 0 | 232,661 |