Preliminary proxy statement not related to a contested matter or merger/acquisition

Pay vs Performance Disclosure

v3.23.4
Pay vs Performance Disclosure
12 Months Ended 1212 Months Ended
Sep. 24, 2023
USD ($)
$ / shares
Sep. 25, 2022
USD ($)
$ / shares
Sep. 26, 2021
USD ($)
$ / shares
Dec. 31, 2121
USD ($)
Pay vs Performance Disclosure        
Pay vs Performance Disclosure, Table
Pay Versus Performance
The following tables and charts provide additional compensation information regarding our NEOs, prepared in accordance with the SEC’s pay versus performance disclosure regulations (Item 402(v) of Regulation S-K), for fiscal years 2023, 2022 and 2021. The values reported include amounts that are reported in our Summary Compensation Table (SCT) above on page 67 and “compensation actually paid” ​(CAP), which is a new metric required by the aforementioned regulations, calculated as described below. The HR and Compensation Committee did not utilize CAP as a basis for making its compensation decisions for any of the fiscal years included in the tables and charts below. For information regarding the basis for the compensation decisions made by our HR and Compensation Committee for fiscal 2023, see the “Compensation Discussion and Analysis” section beginning on page 52.
Pay Versus Performance Table
SCT Total
for PEO
Cristiano R.
Amon
($) (1)
CAP to PEO
Cristiano R.
Amon
($) (1)(2)
SCT Total
for PEO
Steve
Mollenkopf
($) (1)(3)
CAP to PEO
Steve
Mollenkopf
($) (1)(3)
Average
SCT Total
for Non-PEO
NEOs
($) (1)
Average
CAP to
Non-PEO
NEOs
($) (1)(4)
Value of Initial
Fixed $100
Investment Based on:
Net Income
(in millions)
($)
Adjusted
EPS
($) (6)
Year
Company
TSR
($)
Peer Group
TSR
($) (5)
2023
23,490,335 8,639,231 8,084,666 4,468,742 100 132 7,332 8.32
2022
4,754,113 5,226,561 4,437,023 5,199,555 110 98 12,936 12.41
2021
20,638,924 39,044,789 7,380,553 40,849,833 8,136,215 14,285,453 119 130 9,043 8.33
1
Mr. Amon was our Principal Executive Officer (PEO) for a portion of fiscal 2021 and all of fiscal 2022 through fiscal 2023. Mr. Mollenkopf was our PEO for a portion of fiscal 2021. Mr. Mollenkopf retired as CEO of the Company, and Mr. Amon was appointed as CEO of the Company, effective June 30, 2021. The other named executive officers (NEOs) represent the following individuals: for fiscal 2023 — Akash Palkhiwala, James H. Thompson, Alexander H. Rogers and Ann Chaplin; for fiscal 2022 — Akash Palkhiwala, Ann Chaplin, James J. Cathey and James H. Thompson; for fiscal 2021 — Akash Palkhiwala, James H. Thompson, Alexander H. Rogers and Heather Ace.
2
To calculate Compensation Actually Paid (CAP) to Mr. Amon, the following amounts were deducted from and added to the Summary Compensation Table (SCT) total compensation:
Cristiano R. Amon SCT Total to CAP Reconciliation:
Year
SCT Total
($)
Stock Awards
Deducted from
SCT Total
($) (i)
Additions to
SCT Total
($) (ii)
Compensation
Actually Paid
($)
2023
23,490,335 (21,110,241) 6,259,137 8,639,231
2022
4,754,113 472,448 5,226,561
2021
20,638,924 (16,000,168) 34,406,033 39,044,789
3
To calculate CAP to Mr. Mollenkopf, the following amounts were deducted from and added to the SCT total compensation:
Steve Mollenkopf SCT Total to CAP Reconciliation:
Year
SCT Total
($)
Stock Awards
Deducted from
SCT Total
($) (i)
Additions to
SCT Total
($) (ii)
Compensation
Actually Paid
($)
2021
7,380,553 33,469,280 40,849,833
4
To calculate Average CAP to the Non-PEO NEOs, the following amounts were deducted from and added to the SCT total compensation:
Average Non-PEO NEOs SCT Total to CAP Reconciliation:
Year
SCT Total
($)
Stock Awards
Deducted from
SCT Total
($) (i)
Additions to
SCT Total
($) (ii)
Compensation
Actually Paid
($)
2023
8,084,666 (6,925,219) 3,309,295 4,468,742
2022
4,437,023 (2,175,137) 2,937,669 5,199,555
2021
8,136,215 (5,387,687) 11,536,925 14,285,453
i.
These deductions are the amounts listed in the “Stock Awards” columns of the SCT and represent the grant date fair value of equity-based awards granted in the applicable year.
ii.
Reflects the value of equity calculated in accordance with the SEC methodology for determining CAP for each year shown. The equity component for each year is detailed in the supplemental tables below. The change in fair value of awards shown in the tables below includes the value of dividend equivalents accrued on such awards.
Cristiano R. Amon Equity Component of CAP:
Year
Year End Fair Value
of Equity Awards
Granted in the Year
and Unvested at
Year End ($)
Change in Fair
Value of Awards
Granted in Prior
Years and
Unvested at Year
End ($)
Fair Value as of
Vesting Date of
Awards Granted
and Vested in the
Year ($)
Change in Fair
Value of Awards
Granted in Prior
Years that Vested
During the Year ($)
Equity Value
Included in
CAP ($)
2023
15,902,315 (8,250,448) (1,392,730) 6,259,137
2022
1,215,513 (743,065) 472,448
2021
15,996,300 15,531,891 2,877,842 34,406,033
Steve Mollenkopf Equity Component of CAP:
Year
Year End Fair Value
of Equity Awards
Granted in the Year
and Unvested at
Year End ($)
Change in Fair
Value of Awards
Granted in Prior
Years and Unvested
at Year End ($)
Fair Value as of
Vesting Date of
Awards Granted
and Vested in the
Year ($)
Change in Fair
Value of Awards
Granted in Prior
Years that Vested
During the Year ($)
Equity Value
Included in
CAP ($)
2021
29,119,281 4,349,999 33,469,280
Average Non-PEO NEOs Equity Component of CAP:
Year
Year End Fair Value
of Equity Awards
Granted in the Year
and Unvested at
Year End ($)
Change in Fair
Value of Awards
Granted in Prior
Years and Unvested
at Year End ($)
Fair Value as of
Vesting Date of
Awards Granted
and Vested in the
Year ($)
Change in Fair
Value of Awards
Granted in Prior
Years that Vested
During the Year ($)
Equity Value
Included in
CAP ($)
2023
3,853,809 (2,116,692) 1,596,530 (24,352) 3,309,295
2022
2,251,827 375,944 309,898 2,937,669
2021
5,386,385 4,616,814 1,533,726 11,536,925
5
Represents TSR of the Nasdaq-100 Index, which is the industry peer group used by the Company for purposes of Item 201(e)(1)(ii) of Regulation S-K.
6
Adjusted EPS is the financial measure that was determined to be the most important financial performance measure linking compensation actually paid to our NEOs to company performance for fiscal 2023 and therefore was selected as the fiscal 2023 “Company-Selected Measure” as defined in Item 402(v) of Regulation S-K. The specific adjustments to GAAP EPS to arrive at Adjusted EPS are predetermined and approved by our HR and Compensation Committee in connection with
each year’s annual grant of PSUs. The amounts in the table above represent Adjusted EPS as defined for the EPS PSUs granted in fiscal 2023, and the adjustments to reconcile Adjusted EPS to GAAP EPS for fiscal 2023 are described in Appendix A.
     
Company Selected Measure Name Adjusted EPS      
Named Executive Officers, Footnote
1
Mr. Amon was our Principal Executive Officer (PEO) for a portion of fiscal 2021 and all of fiscal 2022 through fiscal 2023. Mr. Mollenkopf was our PEO for a portion of fiscal 2021. Mr. Mollenkopf retired as CEO of the Company, and Mr. Amon was appointed as CEO of the Company, effective June 30, 2021. The other named executive officers (NEOs) represent the following individuals: for fiscal 2023 — Akash Palkhiwala, James H. Thompson, Alexander H. Rogers and Ann Chaplin; for fiscal 2022 — Akash Palkhiwala, Ann Chaplin, James J. Cathey and James H. Thompson; for fiscal 2021 — Akash Palkhiwala, James H. Thompson, Alexander H. Rogers and Heather Ace.
     
Peer Group Issuers, Footnote
5
Represents TSR of the Nasdaq-100 Index, which is the industry peer group used by the Company for purposes of Item 201(e)(1)(ii) of Regulation S-K.
     
Adjustment To PEO Compensation, Footnote
2
To calculate Compensation Actually Paid (CAP) to Mr. Amon, the following amounts were deducted from and added to the Summary Compensation Table (SCT) total compensation:
Cristiano R. Amon SCT Total to CAP Reconciliation:
Year
SCT Total
($)
Stock Awards
Deducted from
SCT Total
($) (i)
Additions to
SCT Total
($) (ii)
Compensation
Actually Paid
($)
2023
23,490,335 (21,110,241) 6,259,137 8,639,231
2022
4,754,113 472,448 5,226,561
2021
20,638,924 (16,000,168) 34,406,033 39,044,789
3
To calculate CAP to Mr. Mollenkopf, the following amounts were deducted from and added to the SCT total compensation:
Steve Mollenkopf SCT Total to CAP Reconciliation:
Year
SCT Total
($)
Stock Awards
Deducted from
SCT Total
($) (i)
Additions to
SCT Total
($) (ii)
Compensation
Actually Paid
($)
2021
7,380,553 33,469,280 40,849,833
i.
These deductions are the amounts listed in the “Stock Awards” columns of the SCT and represent the grant date fair value of equity-based awards granted in the applicable year.
ii.
Reflects the value of equity calculated in accordance with the SEC methodology for determining CAP for each year shown. The equity component for each year is detailed in the supplemental tables below. The change in fair value of awards shown in the tables below includes the value of dividend equivalents accrued on such awards.
Cristiano R. Amon Equity Component of CAP:
Year
Year End Fair Value
of Equity Awards
Granted in the Year
and Unvested at
Year End ($)
Change in Fair
Value of Awards
Granted in Prior
Years and
Unvested at Year
End ($)
Fair Value as of
Vesting Date of
Awards Granted
and Vested in the
Year ($)
Change in Fair
Value of Awards
Granted in Prior
Years that Vested
During the Year ($)
Equity Value
Included in
CAP ($)
2023
15,902,315 (8,250,448) (1,392,730) 6,259,137
2022
1,215,513 (743,065) 472,448
2021
15,996,300 15,531,891 2,877,842 34,406,033
Steve Mollenkopf Equity Component of CAP:
Year
Year End Fair Value
of Equity Awards
Granted in the Year
and Unvested at
Year End ($)
Change in Fair
Value of Awards
Granted in Prior
Years and Unvested
at Year End ($)
Fair Value as of
Vesting Date of
Awards Granted
and Vested in the
Year ($)
Change in Fair
Value of Awards
Granted in Prior
Years that Vested
During the Year ($)
Equity Value
Included in
CAP ($)
2021
29,119,281 4,349,999 33,469,280
     
Non-PEO NEO Average Total Compensation Amount $ 8,084,666 $ 4,437,023 $ 8,136,215  
Non-PEO NEO Average Compensation Actually Paid Amount $ 4,468,742 5,199,555 14,285,453  
Adjustment to Non-PEO NEO Compensation Footnote
4
To calculate Average CAP to the Non-PEO NEOs, the following amounts were deducted from and added to the SCT total compensation:
Average Non-PEO NEOs SCT Total to CAP Reconciliation:
Year
SCT Total
($)
Stock Awards
Deducted from
SCT Total
($) (i)
Additions to
SCT Total
($) (ii)
Compensation
Actually Paid
($)
2023
8,084,666 (6,925,219) 3,309,295 4,468,742
2022
4,437,023 (2,175,137) 2,937,669 5,199,555
2021
8,136,215 (5,387,687) 11,536,925 14,285,453
i.
These deductions are the amounts listed in the “Stock Awards” columns of the SCT and represent the grant date fair value of equity-based awards granted in the applicable year.
ii.
Reflects the value of equity calculated in accordance with the SEC methodology for determining CAP for each year shown. The equity component for each year is detailed in the supplemental tables below. The change in fair value of awards shown in the tables below includes the value of dividend equivalents accrued on such awards.
Average Non-PEO NEOs Equity Component of CAP:
Year
Year End Fair Value
of Equity Awards
Granted in the Year
and Unvested at
Year End ($)
Change in Fair
Value of Awards
Granted in Prior
Years and Unvested
at Year End ($)
Fair Value as of
Vesting Date of
Awards Granted
and Vested in the
Year ($)
Change in Fair
Value of Awards
Granted in Prior
Years that Vested
During the Year ($)
Equity Value
Included in
CAP ($)
2023
3,853,809 (2,116,692) 1,596,530 (24,352) 3,309,295
2022
2,251,827 375,944 309,898 2,937,669
2021
5,386,385 4,616,814 1,533,726 11,536,925
     
Compensation Actually Paid vs. Total Shareholder Return
CAP vs. Qualcomm TSR and Nasdaq-100 Index TSR
[MISSING IMAGE: bc_companytsr-pn.jpg]
     
Compensation Actually Paid vs. Net Income
CAP vs. Net Income and Adjusted EPS
[MISSING IMAGE: bc_companynet-pn.jpg]
     
Compensation Actually Paid vs. Company Selected Measure
CAP vs. Net Income and Adjusted EPS
[MISSING IMAGE: bc_companynet-pn.jpg]
     
Tabular List, Table
List of Most Important Measures
In accordance with SEC rules, the following table lists the four financial performance measures that, in the Company’s assessment, represent the most important financial performance measures used to link compensation actually paid to our NEOs to Company performance for fiscal 2023, as further described in our CD&A.
Most Important Performance Measures
Relative Total Stockholder Return (RTSR) (i)
Adjusted Earnings Per Share (Adjusted EPS) (i)
Adjusted Operating Income (ii)
Adjusted Revenues (ii)
i
RTSR and Adjusted EPS are the performance metrics used for Qualcomm’s PSUs, which comprise 60% of the long-term incentive compensation of our NEOs, including the CEO.
ii
Adjusted Operating Income and Adjusted Revenues are the financial measures used to assess performance in determining the funding for our ACIP.
     
Total Shareholder Return Amount $ 100 110 119  
Peer Group Total Shareholder Return Amount 132 98 130  
Net Income (Loss) $ 7,332,000,000 $ 12,936,000,000 $ 9,043,000,000  
Company Selected Measure Amount | $ / shares 8.32 12.41 8.33  
Adjustment to Compensation, Amount      
Compensation Actually Paid vs. Peer Group Total Shareholder Return [Text Block]
CAP vs. Qualcomm TSR and Nasdaq-100 Index TSR
[MISSING IMAGE: bc_companytsr-pn.jpg]
     
Measure:: 1        
Pay vs Performance Disclosure        
Name Relative Total Stockholder Return (RTSR)      
Measure:: 2        
Pay vs Performance Disclosure        
Name Adjusted Earnings Per Share (Adjusted EPS)      
Non-GAAP Measure Description
6
Adjusted EPS is the financial measure that was determined to be the most important financial performance measure linking compensation actually paid to our NEOs to company performance for fiscal 2023 and therefore was selected as the fiscal 2023 “Company-Selected Measure” as defined in Item 402(v) of Regulation S-K. The specific adjustments to GAAP EPS to arrive at Adjusted EPS are predetermined and approved by our HR and Compensation Committee in connection with
each year’s annual grant of PSUs. The amounts in the table above represent Adjusted EPS as defined for the EPS PSUs granted in fiscal 2023, and the adjustments to reconcile Adjusted EPS to GAAP EPS for fiscal 2023 are described in Appendix A
     
Measure:: 3        
Pay vs Performance Disclosure        
Name Adjusted Operating Income      
Measure:: 4        
Pay vs Performance Disclosure        
Name Adjusted Revenues      
Cristiano R. Amon [Member]        
Pay vs Performance Disclosure        
PEO Total Compensation Amount $ 23,490,335 4,754,113 $ 20,638,924  
PEO Actually Paid Compensation Amount $ 8,639,231 5,226,561 39,044,789  
PEO Name Cristiano R. Amon      
Cristiano R. Amon [Member] | Stock Awards Value In Compensation Table For The Applicable Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ (21,110,241) (16,000,168)  
Cristiano R. Amon [Member] | Total Equity Awards Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 6,259,137 472,448 34,406,033  
Cristiano R. Amon [Member] | Year-end Fair Value Of Awards Granted In The Current Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 15,902,315 15,996,300  
Cristiano R. Amon [Member] | Change In Fair Value Of Outstanding And Unvested Awards Granted In Prior Fiscal Years [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (8,250,448) 1,215,513 15,531,891  
Cristiano R. Amon [Member] | Change In Fair Value As Of Vesting Date Of Awards Vested During Current Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount  
Cristiano R. Amon [Member] | Change In Fair Value As Of Vesting Date Of Prior Year Awards Vested During Current Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (1,392,730) (743,065) 2,877,842  
Steve Mollenkopf [Member]        
Pay vs Performance Disclosure        
PEO Total Compensation Amount 7,380,553  
PEO Actually Paid Compensation Amount 40,849,833  
Adjustment to Compensation, Amount      
PEO Name Steve Mollenkopf      
Steve Mollenkopf [Member] | Stock Awards Value In Compensation Table For The Applicable Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount      
Steve Mollenkopf [Member] | Total Equity Awards Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount     33,469,280 33,469,280
Steve Mollenkopf [Member] | Year-end Fair Value Of Awards Granted In The Current Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount      
Steve Mollenkopf [Member] | Change In Fair Value Of Outstanding And Unvested Awards Granted In Prior Fiscal Years [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount       29,119,281
Steve Mollenkopf [Member] | Change In Fair Value As Of Vesting Date Of Awards Vested During Current Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount      
Steve Mollenkopf [Member] | Change In Fair Value As Of Vesting Date Of Prior Year Awards Vested During Current Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount       $ 4,349,999
Non-PEO NEO | Stock Awards Value In Compensation Table For The Applicable Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ (6,925,219) (2,175,137) (5,387,687)  
Non-PEO NEO | Total Equity Awards Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 3,309,295 2,937,669 11,536,925  
Non-PEO NEO | Year-end Fair Value Of Awards Granted In The Current Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 3,853,809 2,251,827 5,386,385  
Non-PEO NEO | Change In Fair Value Of Outstanding And Unvested Awards Granted In Prior Fiscal Years [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (2,116,692) 375,944 4,616,814  
Non-PEO NEO | Change In Fair Value As Of Vesting Date Of Awards Vested During Current Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 1,596,530  
Non-PEO NEO | Change In Fair Value As Of Vesting Date Of Prior Year Awards Vested During Current Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ (24,352) $ 309,898 $ 1,533,726