XperiCorporationNASDAQ_XPER_202310-K.pdf

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1、 UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington,DC 20549 FORM 10-K(Mark One)ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31,2023ORTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 193

2、4Commission File Number:001-41486 XPERI INC.(Exact Name of Registrant as Specified in Its Charter)Delaware 83-4470363(State or Other Jurisdiction ofIncorporation or Organization)(I.R.S.EmployerIdentification No.)2190 Gold Street,San Jose,California 95002(Address of Principal Executive Offices)(Zip C

3、ode)(408)519-9100(Registrants Telephone Number,Including Area Code)Securities registered pursuant to Section 12(b)of the Act:Title of each classTradingSymbol(s)Name of each exchange on which registeredCommon Stock,par value$0.001 per shareXPERNew York Stock Exchange Securities registered pursuant to

4、 Section 12(g)of the Act:NoneIndicate by check mark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the Securities Act.Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d)of the Securities Exchange Act.Yes

5、 No Indicate by check mark whether the registrant(1)has filed all reports required to be filed by Section 13 or 15(d)of the Securities Exchange Act of 1934 during the preceding 12 months(or for such shorter period that the registrant was required to file such reports),and(2)has been subject to such

6、filing requirements for the past 90 days.Yes No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T(232.405 of this chapter)during the preceding 12 months(or for such shorter period tha

7、t the registrant was required to submit such files).Yes No Indicate by check mark whether the registrant is a large accelerated filer,an accelerated filer,a non-accelerated filer,a smaller reporting company,or an emerging growth company.See the definitions of“large accelerated filer,”“accelerated fi

8、ler,”“smaller reporting company”and“emerging growth company”in Rule 12b-2 of the Exchange Act:Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting company Emerging growth companyIf an emerging growth company,indicate by check mark if the Registrant has elected not to use

9、 the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a)of the Exchange Act.Indicate by check mark whether the Registrant has filed a report on and attestation to its managements assessment of the effectiveness of its int

10、ernal control over financial reporting under Section 404(b)of the Sarbanes-Oxley Act(15 U.S.C.7262(b)by the registered public accounting firm that prepared or issued its audit report.If securities are registered pursuant to Section 12(b)of the Act,indicate by check mark whether the financial stateme

11、nts of the registrant included in the filing reflect the correction of an error to previously issued financial statements.Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant

12、s executive officers during the relevant recovery period pursuant to 240.10D-1(b).Indicate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Securities Exchange Act).Yes No The aggregate market value of voting stock held by non-affiliates of the registrant as of

13、 June 30,2023(the last business day of the registrants most recently completed second fiscal quarter)was approximately$403.1 million,based on the closing price of$13.15 for shares of the registrants common stock as reported for such date by the New York Stock Exchange.The number of shares outstandin

14、g of the registrants common stock as of February 16,2024 was 44,271,263.DOCUMENTS INCORPORATED BY REFERENCE:Portions of the registrants Proxy Statement for the registrants 2024 Annual Meeting of Stockholders will be filed with the Commission within 120 days after the close of the registrants 2023 fi

15、scal year and are incorporated by reference in Part III of this Annual Report on Form 10-K to the extent stated herein.2025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm1/177 2025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/0000950

16、17024023915/xper-20231231.htm2/177 XPERI INC.ANNUAL REPORT ON FORM 10-KFOR THE YEAR ENDED DECEMBER 31,2023TABLE OF CONTENTS Page PART I Item 1.Business4Item 1A.Risk Factors15Item 1B.Unresolved Staff Comments47Item 1C.Cybersecurity47Item 2.Properties47Item 3.Legal Proceedings47Item 4.Mine Safety Disc

17、losures48 PART II Item 5.Market for Registrants Common Equity,Related Stockholder Matters and Issuer Purchases of Equity Securities49Item 6.(Reserved)50Item 7.Managements Discussion and Analysis of Financial Condition and Results of Operations51Item 7A.Quantitative and Qualitative Disclosures About

18、Market Risk61Item 8.Financial Statements and Supplementary Data62Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure62Item 9A.Controls and Procedures62Item 9B.Other Information62Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections62 PART

19、 III Item 10.Directors,Executive Officers and Corporate Governance63Item 11.Executive Compensation63Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters63Item 13.Certain Relationships and Related Transactions,and Director Independence63Item 14.Princi

20、pal Accountant Fees and Services63 PART IV Item 15.Exhibits and Financial Statement Schedules64Item 16.Form 10-K Summary104 Signatures105 22025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm3/177 Cautionary Statement Regarding Forward-Looking Statem

21、entsThis annual report on Form 10-K(this“Annual Report”)contains forward-looking statements,which are subject to the safe harbor provisions created by the Private Securities Litigation Reform Act of 1995.Words such as“expects,”“anticipates,”“plans,”“believes,”“seeks,”“estimates,”“could,”“would,”“may

22、,”“will,”“intends,”“potentially,”“projects,”“targets”and similar expressions or variations of such words are intended to identify forward-looking statements,but are not the exclusive means of identifying forward-looking statements in this Annual Report.The identification of certain statements as“for

23、ward-looking”is not intended to mean that other statements not specifically identified are not forward-looking.All statements other than statements about historical facts are statements that could be deemed forward-looking statements,including,but not limited to,statements that relate to our future

24、revenue,product development,demand,acceptance and market share,growth rate,competitiveness,gross margins,levels of research,development and other related costs,expenditures,the outcome or effects of and expenses related to litigation and administrative proceedings,tax expenses,cash flows,our managem

25、ents plans and objectives for our current and future operations,the levels of customer spending or research and development activities,the impact of any acquisitions or divestitures on our financial condition and results of operations,general economic conditions,and the sufficiency of financial reso

26、urces to support future operations and capital expenditures.Although forward-looking statements in this Annual Report reflect the good faith judgment of our management,such statements can only be based on facts and factors currently known by us.Consequently,forward-looking statements are inherently

27、subject to risks,uncertainties,and changes in condition,significance,value and effect,including those discussed below under the heading“Risk Factors”within Part I,Item 1A of this Annual Report and other documents we file from time to time with the Securities and Exchange Commission(the“SEC”),such as

28、 our annual reports on Form 10-K,our quarterly reports on Form 10-Q and our current reports on Form 8-K.Such risks,uncertainties and changes in condition,significance,value and effect could cause our actual results to differ materially from those expressed herein and in ways not readily foreseeable.

29、Readers are urged not to place undue reliance on these forward-looking statements,which speak only as of the date of this Annual Report and are based on information currently and reasonably known to us.We undertake no obligation to revise or update any forward-looking statements in order to reflect

30、any event or circumstance that may arise after the date of this Annual Report,other than as required by law.Readers are urged to carefully review and consider the various disclosures made in this Annual Report,which attempt to advise interested parties of the risks and factors that may affect our bu

31、siness,financial condition,results of operations and prospects.32025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm4/177 PART IItem 1.BusinessCorporate InformationThe principal executive offices of Xperi Inc.(“we”,“our”,the“Company”or“Xperi”)are loc

32、ated at 2190 Gold Street,San Jose,California 95002 USA.Our telephone number is+1(408)519-9100.We maintain a corporate website at .The reference to our website address does not constitute incorporation by reference of the information contained on this website.Xperi,the Xperi logo,TiVo,the TiVo logo,D

33、TS,the DTS logo,Ergo,DTS HD,DTS Audio Processing,DTS:X Ultra,DTS Virtual:X,DTS Headphone:X,DTS Play-Fi,DTS:X,DTS AutoStage,and HD Radio are trademarks or registered trademarks of Xperi or its affiliated companies in the United States and other countries.All other company,brand and product names may

34、be trademarks or registered trademarks of their respective companies.OverviewWe are a leading consumer and entertainment technology company.We believe we create extraordinary experiences at home and on the go for millions of consumers around the world,enabling audiences to connect with content in a

35、way that is more intelligent,immersive,and personal.Powering smart devices,connected cars,entertainment experiences and more,we bring together ecosystems designed to reach highly engaged consumers,allowing us and our ecosystem partners to uncover significant new business opportunities,now and in the

36、 future.Our technologies are integrated into consumer devices and a variety of media platforms worldwide,driving increased value for our partners,customers and consumers.We operate in one reportable business segment and group our business into four categories:Pay-TV,Consumer Electronics,Connected Ca

37、r and Media Platform.Headquartered in Silicon Valley with operations around the world,we have approximately 2,100 employees and more than 35 years of operating experience.In December 2023,we entered into a definitive agreement with Tobii AB(the“Purchaser”),an eye tracking and attention computing com

38、pany,pursuant to which we agreed to sell to the Purchaser our AutoSense in-cabin safety business and related imaging solutions(the“Divestiture”).The Divestiture,which was completed in January 2024,is expected to further streamline our business and focus our investments on entertainment markets.Marke

39、t OpportunityConsumer preferences and behavior around media consumption are undergoing a significant transformation,driven by new platforms for content delivery,greater availability of diverse content,and an increase in time spent consuming video content.Video content delivery is rapidly shifting fr

40、om linear broadcast to over-the-top(“OTT”)platforms,impacting not just how users consume content,but also the ad-supported programming ecosystem.Our technologies sit at the forefront of this transformation,enhancing consumer experiences where consumers spend the most time in their homes and in their

41、 cars.Our solutions not only enhance the user experience,but also enable partners across the entire ecosystem to participate in the continuously evolving content delivery value chain.Shift to OTT and Streaming:OTT has rapidly become a mainstream content delivery mechanism through a wide variety of p

42、roviders such as Netflix,Disney+and YouTube.OTT media now accounts for more than 50%of US weekly video viewing for adults ages 18 and older.The proliferation of OTT has created the need for a new generation of entertainment products that are centered on the OTT viewing experience.Consumers are incre

43、asingly looking for solutions that allow them to navigate across the fragmented and complex entertainment landscape of OTT content.OTT Advertising Monetization:The shift to OTT has not only impacted user needs for entertainment devices,but also disrupted the ad-based programming model that was cente

44、red on linear TV programming.While delivering ad-based programming to OTT audiences has presented new challenges,it has also created opportunities for advertisers to deliver customized,highly relevant,and targeted ad content to a rapidly growing audience.Since the majority of video advertising dolla

45、rs are weighted toward linear TV,we believe the OTT advertising market is positioned for significant growth in the next 3 to 5 years as advertisers continue to follow the viewing audience as it shifts viewing habits from traditional television to streaming.At the same time,there is a new set of indu

46、stry participants that are looking for ways to monetize the ad-based ecosystem,including consumer electronics manufacturers,Smart TV OEMs,automotive manufacturers,and video-over-broadband(“IPTV”)operators that have historically not participated in the OTT value chain.Thus,we believe there is a signi

47、ficant market opportunity for an independent media platform that enables participants to monetize their products through recurring revenue streams across the lifecycle of the device rather than just a one-time monetization opportunity at the point-of-sale.2025/1/18 06:5710-Khttps:/www.sec.gov/Archiv

48、es/edgar/data/1788999/000095017024023915/xper-20231231.htm5/17742025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm6/177 Marked Need for An Independent Media Platform:Nearly half of all Smart TVs each year are shipped into Western Europe and North A

49、merica by leading electronics manufacturers who lack the scale required to support the technology,content,and monetization capabilities of a Smart TV OS and streaming media platform.The same situation is also true for automotive manufacturers.This creates a unique opportunity for an independent medi

50、a platform that allows Smart TV OEMs to brand the experience to maintain the customer relationship,provide the necessary scale to secure top content streaming providers,and participate in the long-term monetization throughout the typical 5-year lifecycle of TV ownership.Increasing Consumption of Vid

51、eo Content:Average U.S.weekly video viewing of 42 hours remains relatively consistent from COVID-era highs,up from an average of 38 hours per week in 2015,driven by a number of factors,including increased availability of content catering to various consumer tastes and preferences,new platforms for c

52、onsumption such as personal devices(e.g.,mobiles and tablets),and disruption from the COVID-19 pandemic.Consumers are increasing their spend on entertainment devices that deliver superior experiences and simplify the consumption of content across multiple platforms and devices.Omdia S.A.estimates re

53、venues from the shipment of these platforms and devices in North America alone(including TVs,Smartphones,Tablets and PCs,Streaming Media Players,connected Blu-Rays players,and Video Game consoles)will surpass$190 billion in 2023 and continue to grow by 3%year-over-year to 2025.Growing Connectivity i

54、n Cars and the Future of Semi-Autonomous and Autonomous Vehicles:As the automobile dashboard interface becomes more integral to the in-car experience,purchasing a car for its infotainment capabilities starts to move up the list of purchase considerations for car buyers.A McKinsey survey reported tha

55、t 37%of consumers state they are eager to switch to cars with increased connectivity and nearly half of the high-end auto consumers express an interest in exploring the digital capabilities of their new cars.Autonomous and semi-autonomous driving technologies have made significant progress over the

56、last several years and passenger cars are increasingly being fitted with autonomous driving features.If autonomous driving technologies become mainstream,the automobile will become a more common place for media consumption.Over time,we believe consumers will place significant importance on the quali

57、ty of media delivery and will expect the quality of delivery in the car to be comparable to that of their living room including access to OTT video and interactive gaming solutions.Increasing Use of“Smart”Devices:Consumers have long relied on smartphones enabled with virtual assistants,talk-to-text,

58、and other intelligent features,and increasingly want other home devices(as well as their automobiles)to be enabled with similar smart capabilities.“Smart”devices have created attractive opportunities to deliver personalized content discovery and highly differentiated experiences in the car,on par wi

59、th consumers home media devices.StrategyOur business focuses on creating extraordinary experiences at home and on the go for millions of consumers around the world,elevating content and how audiences connect with it,in a way that is more intelligent,immersive,and personal:Pay-TV:We transform the tra

60、ditional television user experience from linear multichannel video programming distributors(“MVPD”)with cloud-based DVRs into an immersive,intuitive,and hyper-personalized experience.Our iconic user experience,with enhanced imagery and relevant,personalized recommendations,enables consumers to navig

61、ate to the entertainment they want to watch in an enjoyable and engaging experience.Consumer Electronics:We invent and deliver audio technologies to be deployed across ecosystems in support of consumers enjoying an extraordinary entertainment or gaming experience from the living room,desktop,or on t

62、he go.We continue to develop and evolve our DTS audio technologies,leveraging our content insight and AI capabilities,to deliver immersive audio with enhanced device playback solutions that solve end user issues such as ease of wireless set up,loudness and dialog clarity.Connected Car:We seek to tra

63、nsform the automotive experience with a content-oriented multimedia experience,driven by personalization to the connected car.Our solutions immerse drivers and passengers in more of their favorite audio and video content,and also enable high quality,subscription-free digital radio.With vehicle safet

64、y systems improving,consumer expectations around consuming content become more demanding.We are innovating to create the dashboard of the future,striving to accommodate more types of entertainment,from audio,video,gaming and more to create a compelling entertainment experience in the car.Media Platf

65、orm:We are strongly positioned as an independent media platform that allows Smart TV OEMs to brand the experience to maintain the customer relationship,provide the necessary scale to secure top content streaming providers,and generate recurring revenues by participating in monetization throughout th

66、e lifecycle of TV ownership.Our platform creates high viewer engagement with an unbiased,content-first user experience where traditional linear TV and streaming services integrate into a personalized experience that makes it easy to find,watch and enjoy content 2025/1/18 06:5710-Khttps:/www.sec.gov/

67、Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm7/17752025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm8/177 across fragmented ecosystems.Our solutions allow advertisers and entertainment producers to connect with audiences they ca

68、nnot as easily reach on other platforms.Our footprint includes millions of traditional linear TV households,where we deterministically capture viewership data throughout the home,as well as anyone streaming from our ad-supported content network.By creating an environment where users search less and

69、watch more,we enable content producers to grow their audiences and consumer brands to increase exposure to their marketing campaigns over time.Pay-TVOur Pay-TV business delivers a range of User Experience(“UX”)solutions servicing Pay-TV operators on a worldwide basis with products that address the e

70、volving user experience around TV content consumption,creating a truly unified media experience.We integrate virtual channels of internet-delivered video directly into the consumers primary video consumption platform to provide universal search,discovery,and consumption regardless of where the conte

71、nt originates.Our solutions make it easy for consumers to find,watch,and enjoy content.The following are some of the key solutions we license to operators.Electronic Program Guides Electronic Program Guides is our interactive program guide offering that includes intuitive,easy-to-use TV listings nav

72、igation plus integrated video-on-demand(“VOD”)and digital video recorder(“DVR”)capabilities.Our UX Solutions:allow service providers to customize certain elements of the interactive program guide for their customers and to upgrade the programming features and services they offer;provide content prod

73、ucers with a platform for monetizing their content;allow viewers to build their own entertainment bundle to truly personalize their experience with current and future program information;and are compatible with service providers linear,network DVR,Start-Over/Catch-Up subscription management,pay-per-

74、view(“PPV”)and VOD services.Our UX Solutions may include advertising and we typically share a portion of the advertising revenue with the service provider.Advertising revenue tied to our UX Solutions is included in the Media Platform category described below.TiVo IPTV The TiVo IPTV Service is our mo

75、st advanced platform,offering a fully integrated,cloud-based solution that powers the TiVo client software which operates on set-top-boxes in consumer homes,as well as applications that operate on third-party software platforms such as iOS and Android that power tablets,smartphones,Smart TVs,streami

76、ng devices such as Apple TV and Android TV,and traditional IPTV set-top boxes.Our IPTV solution supports multiple services and applications,such as TV programming,broadband OTT video content,digital music,photos and other media experiences.Our latest generation UX,includes a new look and feel,and ou

77、r latest IPTV platform integrates all of our most advanced technologies and solutions,including advanced cross-platform conversational voice search,personalized recommendations,predictions and insights,rich video metadata,robust data collection and new back-office capabilities.TV as a Service IPTV W

78、e offer a Managed IPTV Service that is a customizable,cloud-enabled,end-to-end streaming video solution that enables operators to quickly launch a branded,fully compliant,full-featured Pay-TV service that leverages tablets,smartphones,Smart TVs,streaming devices such as Apple TV and Android TV,and t

79、raditional IPTV set-top-boxes.Our Managed IPTV Service enables broadband service providers,wireless network providers and cable operators to offer TV-as-a-service without having to invest extensively in video head-end infrastructure or end-user set-top-boxes.Our TV as a Service IPTV solution include

80、s a full cable programming lineup with local channels,DVR,recommendations,Dynamic Ad Insertion and more,all with the same ease as signing up for and using top streaming services.Video Metadata Our metadata products are a critical component of delivering an interactive entertainment experience.We off

81、er one of the industrys most comprehensive metadata libraries,covering television,sports,movies,digital-first,celebrities,books,and video games.Our focus on quality,robustness and consistent international depth has made us a recognized leader in entertainment metadata services worldwide.Customers ty

82、pically pay us a monthly or quarterly licensing fee for the rights to use our metadata,receive regular updates,and integrate metadata into their own service.2025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm9/17762025/1/18 06:5710-Khttps:/www.sec.g

83、ov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm10/177 Personalized Content Discovery,Natural Language Voice and Insights Personalized Content Discovery with conversation services provides our customers with a way to enable their customers(the device user)to quickly find,discover

84、and access content across linear television,VOD,DVR,and OTT sources.The ongoing investment in our Personalized Content Discovery platform enables us to provide some of the most advanced capabilities in media personalization,prediction,and voice search.The advanced algorithms of our technology unders

85、tand the nature and relationship of content information and the context surrounding a users behavior to deliver an advanced personalized content discovery experience.Our natural language voice solution,when combined with our advanced search and recommendations technology,enables a conversational int

86、eraction between a viewer and their content experience.Engagement behaviors are then analyzed and optimized,thereby providing our customers with the insight required to continuously engage and improve the consumer experience,with the ultimate goal of increasing viewership and reducing churn.Legacy T

87、iVo DVR Subscriptions We offer direct-to-consumer retail TiVo DVR subscriptions in North America.The TiVo Service Platform includes a modular front-end that allows the basic platform to be used by hardware manufacturers to build set-top-boxes that support digital and analog broadcast,cable,internet

88、TV,OTT and VOD services.Consumers purchase TiVo DVRs and companion TiVo Mini whole-home devices for a user experience upgrade to the set-top-box experience provided by a standard cable service,and typically pay us a per-subscriber or per-device fee for TiVo DVR subscriptions.UX Business Operations a

89、nd Technical Support Our UX Business has technical support and certification operations to support our products:we provide training,technical support and integration services to Pay-TV service providers who license our products;we operate the internet-based services required for our service offering

90、s including data delivery,search,recommendation,advertising,device management and media recognition;we provide broadcast delivery of television programming data and advertising to UXs on TVs and set-top-boxes in major European markets,in Japan,and in North America;we also deliver similar programming

91、 and advertising data via the internet;we support our customers with porting and engineering services to ensure our interactive program guides and DVRs operate properly;andwe provide customer care for UX and DVR customers to resolve data,advertising,and consumer functional issues.Consumer Electronic

92、sOur Consumer Electronics business provides technology solutions delivered to our customers to enhance their entertainment experience in the home and on-the-go.Below are some of the key solutions we license:Home and Mobile Audio Solutions Our solutions consist of premier audio technology for high-de

93、finition entertainment experiences.Our DTS codec is designed to enable recording,delivery and playback of immersive high-definition audio and is incorporated by customers around the world into an array of consumer electronics devices.We provide products and services to entertainment ecosystem partne

94、rs such as motion picture studios,game developers and other content creators to facilitate the inclusion of compelling,realistic DTS-encoded audio within their content.The incorporation of our solutions into consumer end devices allows consumers to experience immersive and compelling audio wherever

95、they choose to enjoy it.Home and mobile devices that incorporate DTS audio codec technology include TVs,PCs,smartphones,tablets,set top boxes,video game consoles,Blu-ray Disc players,audio/video receivers,soundbars,wireless speakers,home theater systems,and USB microphones and headphones(gaming and

96、non-gaming varieties).We also offer DTS post-processing audio solutions designed to enhance the entertainment experience for users of consumer electronics devices,particularly those subject to the physical limitations of smaller speakers,such as TVs,laptop computers,soundbars and mobile devices.Purs

97、uant to a consumer electronics device certification and licensing program operated by IMAX Corporation and DTS,Inc.,since 2017,we have been offering consumers worldwide the ability to experience an IMAX Enhanced immersive movie experience with IMAX Enhanced content from leading studios such as Disne

98、y and Sony Pictures.In addition,our DTS Play-Fi technology leverages our audio technology expertise to enable a variety of high-quality audio playback options across wireless speakers,set-top-boxes,TVs,and mobile devices.Our immersive audio solutions,such as DTS-HD and DTS:X,empower content creators

99、 to deliver more compelling content and are supported by major Hollywood studios,many cinema operators in the United States and Asia,and leading streaming service providers in the United States,Europe and Asia.We have licensed our audio technologies and related trademarks to 2025/1/18 06:5710-Khttps

100、:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm11/17772025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm12/177 substantially all the major consumer electronics product manufacturers worldwide.These customers include D

101、enso,Harman,Hisense,HP,LG,Logitech,Microsoft,Panasonic,Samsung,Sony,TCL and others.Typically,our audio technologies are delivered as software code on integrated circuit(“IC”)chips.We license a defined and limited set of rights to incorporate our technology onto IC chips,and the IC manufacturers deli

102、ver these chips to our customers,the consumer electronics product manufacturers.We also license our decoder and post processing as a Software Development Kit(“SDK”).Our decoder software is integrated in mobile and tablet applications to support entertainment enjoyment on the go.We have devoted signi

103、ficant time and resources to develop a broad range of solutions with key partners including Amlogic,Analog Devices,Cadence,Cirrus Logic,MediaTek,NXP,Qualcomm,Realtek,Synaptics,Texas Instruments,and others.Perceive In the machine learning area,our Perceive subsidiary delivers silicon and software sol

104、utions for edge inference.Perceives Ergo family of chips,IP and associated software deliver breakthrough innovation the ability to run advanced AI models at the edge,delivering accuracy and high performance at ultra-low power,enabling a wide range of applications such as object detection,audio/video

105、 event detection and media processing.These solutions enable efficient AI inference at the edge,reducing or eliminating the need to send data to the cloud,and thus reducing latency,operating costs,power,and heat,as well as complying with increasing privacy and safety concerns of regulators.Perceive

106、is currently extending its technology to enable inference using Large Language Models(LLMs)in edge devices.Connected CarWe group our Connected Car business into two main categories based on the products delivered to our customers:HD Radio and DTS AutoStage.HD Radio HD Radio is the only digital terre

107、strial broadcast system approved by the FCC for AM/FM radio in the United States,offering additional channels,crystal-clear sound and advanced data services with no subscription fees.HD Radio enables a high-quality in-vehicle radio experience with innovative features and digital capabilities such as

108、 real time traffic and weather updates.HD Radio is supported by more than 2,700 radio stations offering over 4,600 digital audio broadcasts,including 97 of the 100 largest stations in the United States,and is incorporated into vehicles from Acura,Audi,BMW,Ford,Honda,Hyundai,Tesla,and Toyota,among ma

109、ny others.DTS AutoStage DTS AutoStage is a comprehensive automotive infotainment offering,integrating our DTS premium audio solution,TiVo video platform,leading metadata capabilities,and legendary search and discovery algorithms to provide a vastly improved in-cabin entertainment experience.DTS Auto

110、Stage is a global system that enables car makers to use a single platform to deliver an enhanced infotainment experience for connected cars.Daimler launched the first series of automobiles featuring the DTS AutoStage platform in September 2020,followed by numerous vehicle brands thereafter.In 2023,X

111、peri and BMW Group announced the deployment of the DTS AutoStage video service Powered by TiVo,across various models in the United States,Great Britain,Germany,France,Italy,Spain,and South Korea.This video service brings an award-winning,content-first experience to the connected car,delivering free

112、premium content across live TV,news,sports,movies and more.BMW launched the first series of automobiles featuring AutoStage video service in fall of 2023,and plans to integrate this service into additional makes and models in 2024.Media PlatformMedia Platform provides the services and technology req

113、uired to enable consumers to find,watch,and enjoy their favorite media entertainment on connected devices,while at the same time,providing us the ability to monetize this engagement with certain content.We license proprietary technology and services in an independent media platform that connects adv

114、ertisers and entertainment producers to audiences they cannot as easily reach on other platforms.Media Platform includes our Vewd middleware solutions,TiVo OS,TiVo Stream 4K,connected TVs and connected cars that leverage the TiVo OS,and the associated monetization of these endpoints.82025/1/18 06:57

115、10-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm13/1772025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm14/177 Platform TiVo OSTiVo OS drives industry-leading consumer engagement by delivering rich metadata,pe

116、rsonalization,natural language understanding and voice control,and content integration services.TiVo OS provides industry-leading content recommendations based on AI-defined insights encouraging consumers to continually discover their next new favorite program or show.TiVo OS brings services from lo

117、ng-time partners such as Disney,Hulu,and YouTube TV,among others,and seamlessly integrates local TV,free ad-supported TV(“FAST”),and the most popular services for Ad-supported Video on Demand(“AVOD”),Subscription Video on Demand(“SVOD”),and virtual Multichannel Video Programming Distributor(“vMVPD”)

118、services.As the TiVo OS footprint increases,the inventory of FAST and AVOD services,such as our own TiVo+network,also increases to provide a robust opportunity to monetize this unique,connected TV advertisement inventory.Devices TiVo Stream 4KTiVo Stream 4K is a best-in-class streaming media player

119、that currently leverages components of TiVo OS with market-leading networking,video and sound technologies to provide a powerful hardware platform on which TiVo OS can operate to upgrade any screen with an HDMI connection to a smart,connected device.TiVo Stream 4K is sold via online and traditional

120、retail channels as well as through broadband partners seeking to provide a vMVPD service and streaming media player bundled offerings to their customers.Devices TiVo OS for TVTiVo OS for TV is a Linux-based Smart TV operating system that leverages TiVo OS technologies,features,and capabilities.The T

121、iVo OS platform for Smart TVs launched in 2023 with our first Smart TV OEM partner Vestel.Since announcing Vestel as our initial TiVo OS partner,we have announced additional design wins with Sharp,Konka,and Skyworth,and have a total of five Smart TV OEMs under contract.TiVo OS for TVs is licensed as

122、 a software-as-a-service to Smart TV OEMs and will include the right to monetize all or part of the end-user content engagement over the life of the device.For Tier 2 and Tier 3 Smart TV OEMs,TiVo OS provides an opportunity to participate in the fast-growing connected TV monetization value chain wit

123、h scale and cross-platform end-user insight not available to OEMs on a standalone basis.Devices TiVo OS for CarTiVo OS for Car is a modified version of the Linux-based TiVo Smart TV operating system designed specifically for the automotive space.This solution is an optional feature available through

124、 our DTS AutoStage offering,known as DTS AutoStage with Video,Powered by TiVo.Our first design win was announced in 2022 with BMW and went into production in the fall of 2023,providing a living room-like experience through the display screen in the dashboard of the vehicle.With the successful launch

125、 of DTS AutoStage with Video in BMW cars,we have won an additional design with another European automotive OEM and are actively pursuing additional opportunities.Monetization-TiVo OSTiVo OS is primarily monetized through video or display advertisement impressions;subscription VOD,Pay-TV service boun

126、ties,and revenue shares;TV viewership data licensing;off-platform connected TV ads;and other opportunities on device clients that connect to and leverage TiVo OS.As the footprint of devices using TiVo OS grows,we expect to monetize the devices through the following vehicles:Ad Supported Content:The

127、sale of ad inventory on services,including our own TiVo+and certain third-party AVOD services.SVOD and MVPD Services:Revenue shared by SVOD and virtual MVPD services on new user subscriptions activated or re-activated through our OS platform.Home Screen Ad Placements:Ad placements on the TiVo OS pla

128、tforms home screen by streaming services,studios,and other consumer brands.Data Licensing:Revenue from advertisers,advertising agencies,and networks to license data generated from TiVo platforms to inform their ad buying decisions.Off-Platform Ads:Household identifications taken from the TiVo OS pla

129、tform and used to target other media sources.2025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm15/17792025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm16/177 Monetization TV Viewership Data We of

130、fer TV viewership data with program airing data for millions of households.Broadcasters,MVPDs,content producers,advertising agencies and advertisers use our TV viewership data,alone or in combination with third-party data sources utilizing industry-leading data safe havens,to target promotions and a

131、dvertising directly,or through third-party viewer segments,to monetize their subscriber customer base.Monetization Advertising SolutionsWe provide advertisers with nationwide or regionally-targeted advertising on our various owned or operated devices.Advertisers place ads in a variety of display for

132、mats in both traditional linear television and digital advertising for internet delivered content,seamlessly incorporated into the user interface.Using our Personalized Content Discovery platform,we also target content promotions as“paid search”by directly including the sponsored content in user int

133、erfaces recommended content carousel.We work with service providers bundling their non-TiVo advertising inventory with our native inventory,thereby giving us a more significant national footprint.Growth FactorsThere are several facets of our product growth strategy.These growth drivers include:the d

134、elivery and monetization of the TiVo OS into Smart TVs,infotainment(AutoStage)solutions into the connected car market,increased adoption of our IPTV solutions in the Pay-TV market,and unit growth in consumer electronics from DTS audio solutions.We have a long track record of developing premium solut

135、ions for the marketplace that provide an extraordinary experience for end users.CompetitionPay-TVThere are a number of companies that produce and market advanced media solutions such as UXs,interactive program guides,DVRs,search,recommendation,natural language voice,metadata,and advanced data and an

136、alytics in the various formats which compete,or we believe will compete,with our products and services over time.Principal competitive factors include brand recognition and awareness,product and service functionality,innovation,ease of use,personalization,content access and availability,mobility and

137、 pricing.While we are competitive across this range of factors,we believe our primary competitive differentiation includes our ability to integrate all our products to create unique value for our customers.Our platform faces competition from companies such as Synamedia,MediaKind,Kudelski,Enghouse Sy

138、stems Limited,and from solutions developed by multiple system operators such as Comcast and Liberty Global plc,which have created competing products that provide user interface software for use on set-top-boxes,consumer electronics,and mobile devices.Such companies may offer more economically attrac

139、tive agreements to service providers and consumer electronics manufacturers by bundling multiple products together.We face competition for our Pay-TV product offerings from customers who choose to build their own interactive program guide and DVR solutions.We believe that we provide a strong alterna

140、tive to“do-it-yourself”solutions,as we have innovative,high-quality products ready to be implemented,with local and network DVR,integrated data distribution infrastructure and content,as well as third-party services(such as VOD services).We differentiate our products by continuing to integrate our b

141、road portfolio of products into a suite of solutions and services for our customers.We believe our solutions accelerate our customers time to market,are superior to“do-it-yourself”solutions,and can be deployed at a lower cost than internally built products.In video metadata,we compete with other pro

142、viders of entertainment-related content metadata such as Gracenote(a subsidiary of Nielsen Holdings plc)and Ericsson Groups Red Bee Media,as well as a number of local metadata providers.While we do not believe our competitors metadata sets offer the same comprehensive breadth of focus on media explo

143、ration,discovery,and management in as many regions of the world as we do,we do believe they present competition to our metadata business for each of their areas of focus.Consumer Electronics Our audio licensing products face competition from other third-party providers of similar solutions as well a

144、s internal engineering and design groups among industry IC providers and consumer electronics manufacturers.2025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm17/177102025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/0000950170240239

145、15/xper-20231231.htm18/177 Our primary competitor is Dolby Laboratories,which develops and markets,among other things,high-definition audio products and services.Dolbys long-standing market position,brand,business relationships,resources and inclusion in various industry standards provide it with a

146、strong competitive position.In addition to Dolby,we compete in specific product markets with companies such as Fraunhofer IIS and various other consumer electronics product manufacturers.Many of these competitors have a wide variety of strengths that afford them competitive advantages,such as longer

147、 operating histories,greater resources,greater name recognition,or the ability to offer their technologies for a lower price or for free.We have historically competed effectively against these companies due in part to our brand,complemented by marketing efforts,being perceived as a premium offering

148、that contains superior proprietary technology,as well as the quality of our customer service and our inclusion in industry standards and our industry relationships.Connected CarOur HD Radio and DTS AutoStage solutions face competition from streaming and subscription-based digital service providers s

149、uch as Sirius/XM,Pandora,Gracenote,and other digital audio,video and data service providers.Media PlatformTiVo OS.We compete for Smart TV platform adoption with companies such as Roku,Alphabet,Incs Google TV and Amazon FireTV.We believe the overall OTT streaming market growth,our independent positio

150、n,our differentiated end-user solution,and our more inclusive business model of sharing economics with Smart TV OEMs represents an opportunity where we can establish a strong position.We work closely with content owners,advertisers,and ad agencies,where we monetize the viewing of ad-supported conten

151、t across our TiVo OS platform.In doing so,we are competing with the same platforms and TV OEMs that operate their own TV operating systems such as Samsung,Vizio and LG.TiVo Stream 4K.We compete against products with on-demand OTT streaming capabilities offered by internet CE manufacturers.For exampl

152、e,many CE manufacturers have television or internet-enabled streaming devices for accessing video over the internet such as Apple TV,Amazon Fire TV,Google Chromecast and Roku.TVs with integrated streaming capabilities from manufacturers such as Samsung,Vizio and LG also represent competition to the

153、TiVo Stream 4K.TV Audience Data.We collect and analyze audience research data in an area where companies such as comScore,Inc.and Nielsen Holdings plc and other online data analytics companies compete for research spend from advertisers,advertising agencies and television networks.Other large compan

154、ies are also focusing resources in this area including Comcast,Meta Platforms Inc.(Facebook)and Alphabet,Inc.s Google business.Many of our existing customers are investing in platforms to enable their businesses with these capabilities.In this fast-expanding connected TV advertising market,we believ

155、e our cross-platform data insight from Pay-TV,IPTV,Automotive and TiVo OS households will allow us to create and promote a unique and compelling offering for advertisers.Over time,we expect to see new competitors and other competing technologies emerge.Intellectual Property PortfolioWe operate in an

156、 industry in which innovation,investment in new ideas and protection of our intellectual property rights are critical for success.We protect our innovations and inventions through a variety of means,including,but not limited to,applying for patent,copyright,and trademark protection domestically and

157、internationally,and protecting our trade secrets.As of December 31,2023,we held approximately 749 United States issued patents and 156 patent applications,as well as approximately 1,024 foreign issued patents and 210 patent applications.The last of the issued patents to expire is in 2042.Research&De

158、velopmentAs demonstrated by our portfolio of industry-recognized,widely-deployed advanced technologies,we have a long track record of innovating in the fields of audio,and video discovery.We believe that ongoing investment in R&D is required for us to remain competitive in the markets we serve.We ha

159、ve world-class talent and strong research and development capabilities in various locations throughout the world.Starting with core research,machine learning and advanced algorithm development,we continue to focus on next generation technology 2025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/dat

160、a/1788999/000095017024023915/xper-20231231.htm19/177112025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm20/177 solutions.Our ongoing investment in R&D,supported by a strong industry network of partners,enables us to deliver differentiated,cost-effe

161、ctive solutions that enhance the end-user experience for an increasing universe of addressable markets.Legislative and Regulatory Actions General Government RegulationWe are subject to or affected by foreign and domestic general business regulations and laws,as well as regulations and laws specific

162、to the internet and online services,including laws and regulations related to data privacy and security,consumer protection,data localization,encryption,telecommunications,payment processing,taxation,trade,intellectual property,competition,electronic contracts,advertising,content restrictions,protec

163、tion of children,and accessibility,among others.Laws relating to many of these areas are being debated and considered for adoption by many countries throughout the world.Each jurisdiction may enact different standards,which could impact our ability to deliver or monetize data,services or other solut

164、ions.The privacy regulatory landscape has been changing rapidly,and we may become subject to new privacy or cybersecurity laws and regulations in the U.S.and internationally.Such laws and regulations could affect our ability to process personal data(in particular,our ability to use certain data or p

165、ersonal information for purposes such as monetization,risk or fraud avoidance,and targeted marketing or advertising,or otherwise to provide data about the end-users and/or customers and their behavior),our ability to control our costs by using certain vendors or service providers,or our ability to o

166、ffer certain services in certain jurisdictions,which in turn could negatively affect our financial condition and business operations,and subject us to fines,penalties,or other liability.For example,the California Consumer Privacy Act(“CCPA”)requires covered businesses to provide disclosures to Calif

167、ornia consumers and allows for a cause of action for data breaches.The CCPA also provides a consumer with the right to(i)opt out of certain sales of personal information,(ii)know the personal information that the business maintains about the consumer,and(iii)request deletion of personal information.

168、It is unclear how the CCPA will be interpreted,but as currently written,it will likely impact our business activities and exemplifies the vulnerability of our business not only to cyber threats but also the evolving regulatory environment related to personal data.The CCPAs privacy measures were amen

169、ded and strengthened by the California Privacy Rights Act,or CPRA,which became effective on January 1,2023,with enforcement commencing on July 1,2023.The CPRA bolstered the consumer rights granted under CCPA and took the right to opt out of certain sales of personal information further to include th

170、e right to opt out of the sharing of personal information.We are also subject to international laws(including but not limited to the European Unions General Data Protection Regulation)associated with data protection,privacy,and other aspects of our business in Europe,Asia,and elsewhere in the world,

171、and the interpretation and application of data protection laws remains uncertain.Our operations in China may also be subject to privacy regulations.China passed the Personal Information Protection Law effective November 1,2021,which creates a comprehensive set of data privacy and security obligation

172、s that not only apply to the processing of personal information within China,but also to the processing outside of China if such processing is for purposes of providing products and services to,or analyzing and evaluating the behavior of,individuals located in China.The law imposes significant fines

173、 of up to RMB 50 million(approx.$7.7 million)or 5%of annual revenue for violations of the law.Chinese data protection laws are still evolving and may impose additional restrictions on companies doing business in China.Our efforts to comply with these laws and regulations may result in increased cost

174、s of doing business.The legal and regulatory landscape surrounding AI technologies is rapidly evolving and uncertain,including in the areas of intellectual property,cybersecurity,and privacy and data protection.There is uncertainty around the validity and enforceability of intellectual property righ

175、ts related to the use,development,and deployment of AI technologies.Compliance with new or changing laws,regulations or industry standards relating to AI may impose significant operational costs and may limit our ability to develop,deploy or use AI technologies.There is no assurance that we will be

176、able to appropriately respond to this evolving landscape,which may result in legal liability,regulatory action,or brand and reputational harm.In the United States,service providers have been subject to claims of defamation,libel,invasion of privacy and other data protection claims,torts,unlawful act

177、ivity,copyright or trademark infringement,or other theories based on the nature and content of the materials searched and the ads posted or the content generated by users.In addition,several other federal laws could have an impact on our business.For example,the Digital Millennium Copyright Act of 1

178、998 has provisions that limit,but do not eliminate,our liability for hosting or linking to third-party websites that include materials that infringe copyrights or other rights,so long as we comply with the statutory requirements of this act.The Childrens Online Privacy Protection Act restricts the a

179、bility of service providers to collect information from minors and the Protection of Children from Sexual 2025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm21/177122025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915

180、/xper-20231231.htm22/177 Predators Act of 1998 requires service providers to report evidence of violations of federal child pornography laws under certain circumstances.We are subject to a number of foreign and domestic laws and regulations that affect companies that import or export software and te

181、chnology,such as the U.S.export control regulations as administered by the U.S.Department of Commerce.Compatibility Between Cable Systems and CE EquipmentBeginning in 2003,the Federal Communications Commission(“FCC”)adopted regulations implementing an agreement between cable television system operat

182、ors and CE manufacturers to facilitate the retail availability of so-called“plug and play”devices that use unidirectional CableCARDs,including digital televisions and other digital devices that enable subscribers to access cable television programming without the need for a set-top-box(STB)(but with

183、out the ability for consumers to use interactive content).In September 2020,the FCC eliminated rules requiring cable providers to support CableCARD.While the cable industry has continued to provide CableCARDs for third-party devices like ours,we cannot predict the ultimate impact of any new technica

184、l equipment regulations on our business and operations.Current FCC regulations no longer prohibit multi-channel video service providers from deploying navigation devices with combined security and non-security functions,and further developments with respect to these issues could impact the availabil

185、ity and/or demand for“plug and play”devices,particularly bi-directional devices and STBs,all of which could affect demand for UXs incorporated in STBs or CE devices.If the cable industry decided to cease providing CableCARD support for TiVo retail customers,recurring monthly retail service fees woul

186、d be affected as customers would likely cancel the TiVo service on their devices.Human Capital ResourcesThe opportunities for our success and growth depend in large part on our ability to attract,develop,and retain a talented and engaged workforce.In particular,we are competing for technical talent

187、and we need to offer not only robust and attractive compensation packages but also provide broad opportunities for our employees to make an impact,grow,and develop.As of December 31,2023,we had a global talent base consisting of approximately 2,100 full-time employees.To enable our talent to activel

188、y contribute to and have a positive impact on the overall business and culture,we have developed a set of programs and initiatives that include competitive compensation and benefits offerings,skills and management development,diversity and inclusion initiatives,goal and performance management,and su

189、ccession planning.In support of these efforts,our Board of Directors monitors these programs and initiatives and provides guidance and feedback as appropriate.Our goal is to provide a work environment that empowers our teams and enables them to enjoy a healthy and productive work-life balance for th

190、emselves,their families,and their community.Our incentives are based on merit and we have a strong pay-for-performance culture.We benchmark our total rewards to ensure our compensation and benefit programs remain competitive with industry peers.Our compensation framework for employees reflects a com

191、bination of fixed and variable pay including base salary,bonuses,performance awards,and stock-based compensation.We offer employees benefits that vary by country and are designed to meet or exceed local laws and are competitive in the marketplace.We invest in the career growth of our employees by pr

192、oviding a wide range of development opportunities,including face-to-face,virtual,social,and self-directed learning,mentoring,coaching,and external development.Annual assessments are performed to identify talent needs based on department goals and to evaluate how each function is positioned from a ta

193、lent perspective.We believe in the principles of a learning organization and strive to provide continuous educational opportunities for our employees.We invest in a global online learning platform where more than 250 courses and programs are offered in a wide range of skill areas,providing developme

194、nt opportunities for employees to become more knowledgeable and effective in their roles.We also provide technical training through an online platform,offering more than 10,000 technical learning programs.We offer customized leadership and management development programs for our management teams.We

195、leverage our manager ecosystem,coupled with industry-standard performance management tools,to align corporate goals with employee objectives.Employees are encouraged to create and align individual,functional,and team-based goals,track performance against goals,write self-evaluations,and solicit feed

196、back.We have demonstrated support and commitment to developing a culture of non-discrimination and embracing diversity,equity,and inclusion throughout our workforce.We have numerous employee resource groups(“ERGs”),employee-led,voluntary communities for groups that share similar backgrounds or ident

197、ities.ERGs develop programming throughout the year supporting culture and belonging,encourage diversity,and empower employees to achieve their personal and career goals.Our current employee resource groups represent the LGBTQ+community(PRIDE at Xperi),the Black community(Mahogany at 2025/1/18 06:571

198、0-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm23/177132025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm24/177 Xperi,or MaX),women(Women in Tech,or WiT),the Asian and Pacific Islander community(API Xperi),the

199、 early professionals community(Early Professionals Xperi),and veterans(Veterans at Xperi,or VaX).We also have formed a Diversity,Equity and Inclusion council comprised of all levels of employees and senior executives.The purpose of the council is,among other things,to identify and address issues of

200、diversity,equity,and inclusion through multiple and unique perspectives from a diverse group of our employees.In June 2020,we joined the business coalition in support of the Equality Act,a measure that supports federal legislation that would provide the same basic protections to LGBTQ+people as are

201、provided to other protected groups under federal law.The Board of Directors believes that board diversity is important to serving the long-term interests of stockholders and takes diversity into consideration when identifying potential director candidates.We measure employee experience by collecting

202、 insight and understanding of engagement and satisfaction.We use an employee engagement survey,executive roundtables,and employee focus groups to solicit input.Task forces are regularly created to identify and address gaps,resulting in changes to policies and practices and benefits offerings.Environ

203、mental,Social&GovernanceXperi will publish its latest Environmental,Social and Governance(“ESG”)report in the first half of 2024.Our report will be available on the Xperi website.Using insights from the development of our inaugural materiality assessment,we created our ESG program around three key f

204、ocus areas:Culture and Belonging,Resilience,and Community Impact.As part of our Resilience pillar,we aim to be positive stewards of the environment.Climate change is one of the defining challenges facing our society today,and we are committed to doing our part to address this challenge head on.In 20

205、23,we conducted our second greenhouse gas(GHG)inventory of our Scope 1,2,and 3 emissions to understand our environmental impact.This will inform our goal-setting in the future as we work to address our carbon footprint.We have taken additional steps to reduce our impact through actions such as incre

206、asing energy efficiency within our office buildings,reducing the square footage of our office portfolio,and migrating the majority of on-premise IT assets towards more energy efficient solutions.Spin-Off TransactionOn October 1,2022(the“Distribution Date”or the“Separation Date”),the spin-off(the“Spi

207、n-Off”or the“Separation”)of the product business of Adeia Inc.(formerly known as Xperi Holding Corporation)(“Adeia”or the“Former Parent”)into Xperi Inc.(“Xperi”),was completed.The Spin-Off was achieved through our Former Parents distribution(the“Distribution”)of 100%of the shares of Xperis common st

208、ock to holders of our Former Parents common stock as of the close of business on the record date of September 21,2022(the“Record Date”).Each Adeia stockholder of record received four shares of Xperi common stock for every ten shares of Adeia common stock held on the Record Date.Following the Spin-Of

209、f,we became an independent,publicly traded company with our common stock listed under the symbol“XPER”on the New York Stock Exchange(“NYSE”),and our Former Parent retains no ownership interest in Xperi.In connection with the Spin-Off,we entered into a Separation and Distribution Agreement and severa

210、l other agreements with our Former Parent to effect the Spin-Off and provide a framework for our relationship with our Former Parent after the Spin-Off.In addition to the Separation and Distribution Agreement,the other principal agreements entered into with our Former Parent include a Tax Matters Ag

211、reement,a Transition Services Agreement,an Employee Matters Agreement,a Cross Business License Agreement,and a Data Sharing Agreement.Available InformationOur internet address is ,where we make available,free of charge,our annual reports on Form 10-K,quarterly reports on Form 10-Q,current reports on

212、 Form 8-K and any amendments to those reports,as soon as reasonably practicable after we electronically file such material with,or furnish it to,the SEC.Our SEC reports can be accessed through the investor relations section of our website.The information found on our website and in our ESG report is

213、 not incorporated into this or any other report we file with or furnish to the SEC.142025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm25/177 Item 1A.Risk FactorsAn investment in our common stock involves a high degree of risk.Risk factors that cou

214、ld cause actual results to differ from our expectations and that could negatively impact our financial condition and results of operations are summarized and set forth in detail below and elsewhere in this Annual Report on Form 10-K.If any of these risks occur,our business,financial condition,result

215、s of operations and future growth prospects could be materially and adversely affected.Under these circumstances,the trading price of our common stock could decline,and you may lose all or part of your investment.Further,additional risks not currently known to us or that we currently believe are imm

216、aterial also may impair our business,operations,liquidity and stock price materially and adversely.You should consider carefully the risks and uncertainties summarized and set forth in detail below and elsewhere in this Annual Report on Form 10-K before you decide to invest in our common stock.Summa

217、ry of Risk FactorsWe are providing the following summary of the risk factors contained in this Annual Report on Form 10-K to enhance the readability and accessibility of our risk factor disclosures.This summary does not address all the risks that we face.We encourage you to carefully review the full

218、 risk factors contained in this Annual Report on Form 10-K in their entirety for additional information regarding the material factors that make an investment in our securities speculative or risky.The primary categories by which we classify risks include those related to:(i)our business,(ii)cyberse

219、curity,reliability and data privacy,(iii)intellectual property,(iv)macroeconomic conditions,(v)financial matters,(vi)regulatory and legal matters,(vii)our Separation from our Former Parent,and(viii)ownership of our common stock.Set forth below within each of these categories is a summary of the prin

220、cipal factors that make an investment in our common stock speculative or risky.Risks Related to Our Business Operationsour ability to develop and timely deliver innovative technologies and services;the highly competitive nature of our industry;our relatively new monetization strategy may not be succ

221、essful;our ability to develop,maintain,and expand key relationships with TV OEMs and content publishers;our ability to manage our disparate business operations efficiently;our ability to generate revenues from royalty-based and advertising-based revenue models;licensees delaying,refusing or being un

222、able to make payments to us due to financial difficulties or otherwise;the difficulty of verifying royalty amounts owed to us under our licensing agreements;attracting and retaining the qualified and skilled employees needed to support our business;competition in the provision of entertainment offer

223、ings involving the distribution of digital content provided by third-party application and content providers through broadband;our ability to successfully execute acquisitions and divestitures;our ability to maintain enough content released in the DTS audio format;the sufficiency of demand for our C

224、onnected Car technologies to sustain projected growth;our ability to penetrate the streaming and downloadable content delivery markets;the interoperability of our technologies with consumer hardware devices;our ability to adequately manage our increasingly complex distribution agreements;investments

225、 in new products and services achieving technological feasibility or profitability;errors,defects,or unintended performance problems that could render our products or services inoperable;our dependence on the cooperation of third parties for the provision and delivery of our metadata;our reliance on

226、 third parties to design,manufacture,distribute and supply hardware devices upon which our TiVo software and services operate;our ability to forecast inventory levels;the time and expense of qualifying,certifying and supporting our technologies,products and services;our ability to expand our interna

227、tional sales and operations;Risks Related to Cybersecurity,Reliability,and Data Privacycybersecurity and stability risks,information technology system failures,and security breaches;legal obligations and potential liability or reputational harm related to our collection,storage,and use of personal a

228、nd confidential information;Risks Related to Intellectual Propertyintellectual property infringement claims and litigation resulting in significant costs or the loss of important intellectual property rights;2025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20

229、231231.htm26/177152025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm27/177 failure or inability to protect or enforce our intellectual property or proprietary rights;failure to protect our brand from third-party infringement or increase our brand a

230、wareness;our use of open source software;our agreements to indemnify certain of our partners if our technology is alleged to infringe on third parties intellectual property rights;governmental and industry standards that may significantly limit our business opportunities;Risks Related to Macroeconom

231、ic Conditionsthe impact of macroeconomic conditions,natural disasters,geopolitical conflicts,or other natural or man-made catastrophic events on our business;Risks Related to Financial Mattersthe impairment of our goodwill and other intangible assets;changes in our tax rates or exposure to additiona

232、l tax assessments;Risks Related to Regulatory and Legal Mattersenactment of or changes to government regulation or laws related to our business;U.S.or international rules(or the absence of rules)that permit internet access network operators to degrade users internet service speeds or limit internet

233、data consumption by users;liability for content that is distributed through or advertising that is served through our media platform;compliance with broadcast laws and regulations;compliance with anti-corruption or bribery laws;our ability to maintain effective internal control over financial report

234、ing;compliance with laws and regulations related to the payment of income taxes and collection of indirect taxes;changes to U.S.or foreign taxation laws or regulations;litigation,claims,regulatory inquiries,investigations,and other legal proceedings;evolving state and federal laws and regulations re

235、lating to our advertising,marketing and sales directly to consumers;lack of regulations relating to the compatibility between cable systems and CE equipment;Risks Related to the Separationour ability to achieve some or all of the benefits that we expect to achieve from our Separation;failure of the

236、Distribution to qualify for non-recognition treatment for U.S.federal income tax purposes;indemnification liability if the Distribution and other related transactions are taxable to our Former Parent;continuing contingent tax-related liabilities of our Former Parent;adjustments of our tax accounts i

237、f our Former Parent utilizes certain pre-Separation tax attributes;restrictions that we agreed to in order to preserve the tax-free treatment of the Distribution;the unreliability of combined historical financial information as an indicator of future results as a standalone company;our ability to en

238、joy the same benefits of diversity,leverage and market reputation as a standalone company;our indemnification obligations to our Former Parent for certain liabilities,and our Former Parents ability to satisfy its indemnification obligations to us;potential liabilities arising out of state and federa

239、l fraudulent conveyance laws and legal distribution requirements;competition from our Former Parent;our ability to achieve contractual terms from unaffiliated third parties;Risks Related to Ownership of Our Common Stockuncertainty that an active trading market for our common stock will be sustained;

240、our inability to guarantee the timing,amount or payment of dividends,if any,on our common stock in the future;dilution of a stockholders percentage of ownership in us in the future;provisions in our charter and bylaws and in the Tax Matters Agreement that may prevent or delay an acquisition of us;th

241、e limitations resulting from our selection of the Delaware Court of Chancery and the U.S.federal district courts as the exclusive forums for substantially all disputes between us and our stockholders;andthe limitations resulting from our status as an emerging growth company.162025/1/18 06:5710-Khttp

242、s:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm28/177 Risks Relating to Our Business OperationsWe may not be able to develop and timely deliver innovative technologies and services in response to changes in our markets and industries.The markets for our products,servi

243、ces and technologies are characterized by an increasingly competitive landscape,rapid change and technological evolution and obsolescence,new and improved product introduction,changing consumer demand,and evolving industry standards.We will need to continue to expend considerable resources on resear

244、ch and development in the future in order to continue to design,deliver and enhance innovative media,entertainment,audio,and machine learning products,services and technologies.The development of enhanced and new technologies,products,and services is a complex,costly and uncertain process requiring

245、high levels of innovation,highly skilled engineering and development personnel,and the accurate anticipation of technological and market trends.For example,we recently announced new design wins for TiVo OS,our embedded operating system,and DTS AutoStage video service Powered by TiVo,our in-car video

246、 service.If we fail to timely and successfully deliver these products to our customers,our future growth and profitability may be negatively impacted.Despite our efforts,we:may not receive significant revenue from our current research and development efforts for several years,if at all;cannot ensure

247、 that the level of funding and significant resources we are committing for investments in new products,services and technologies will be sufficient or result in successful new products,services or technologies;cannot ensure that any new products or services that we develop will achieve market accept

248、ance;cannot ensure that these new products,services or technologies will be as profitable as expected,if at all,even if we achieve market acceptance;cannot ensure that our newly developed products,services or technologies can be successfully protected as proprietary intellectual property rights or w

249、ill not infringe the intellectual property rights of others;cannot prevent our products,services and technologies from becoming obsolete due to rapid advancements in technology and changes in consumer preferences;cannot ensure that revenue from new products,services or technologies will offset any d

250、ecline in revenue from our products,services and technologies which may become obsolete;cannot ensure that our competitors and/or potential customers will not develop products,services or technologies similar to those developed by us,resulting in a reduction in the potential demand for our newly dev

251、eloped products,services or technologies;andmay not correctly identify new or changing market trends at an early enough stage to capitalize on market opportunities.Furthermore,the decision by a party dominant in the value chain to provide competing technologies at very low or no cost,or to offer add

252、itional incentives such as marketing spend commitments,could cause our customers and other manufacturers not to utilize our technologies or services.Our customers may choose to use technologies that their own in-house engineering teams have developed,or in which they have an interest.Accordingly,our

253、 revenue could decline if our customers choose not to incorporate our technologies in their products,or if they sell fewer products incorporating our technologies.Our failure to successfully develop new and improved products,services and technologies,including as a result of any of the risks describ

254、ed above,may reduce our future growth and profitability and may adversely affect our business,financial condition and results of operations.Our products and services face intense competition from various sources,and we may not be able to compete effectively.We expect that our technologies will conti

255、nue to compete with technologies of internal design groups at competing companies or from our customers.The internal design groups of these companies create their own audio,entertainment,and media solutions.If these internal design groups introduce unique solutions that are comparable or superior to

256、 our technology,they may not need to license our technology.These groups may design technology that is less expensive to implement or that enables products with higher performance or additional features.Many of these groups have substantially greater resources,greater financial strength and lower co

257、st structures which may allow them to undercut our price.They also have the inherent advantage of access to internal corporate strategies,technology road maps and technical information.As a result,they may be 172025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper

258、-20231231.htm29/177 able to bring alternative solutions to market more easily and quickly.We face competitive risks across all our businesses,including:our Media Platform and Pay-TV solutions face significant competition from companies that produce and market TV operating systems,program guides and

259、television schedule information in a variety of formats,including passive and interactive on-screen electronic guide services,online listings,over the top applications and against customers and potential customers who choose to build their own TV operating systems or interactive program guide;our ad

260、vanced video solutions compete with other CE products and home entertainment services(such as Roku,AppleTV,Amazon FireTV and Chromecast)as well as products and service offerings built by other service providers or their suppliers for consumer spending;our Smart TV solutions compete with other operat

261、ing systems for Smart TVs,including TV manufacturers with their own in-house solutions(e.g.,Samsung with Tizen)or TV manufacturers that use competing third-party solutions(e.g.,Google TV).our Consumer Electronics and audio technologies compete with other providers of audio products and services such

262、 as Dolby and Sonos,with Dolby being the primary competitor in high-definition audio processing and enjoying advantages in selling its digital multi-channel audio technology,having introduced such technology before we did and having achieved mandatory standard status in product categories that we ha

263、ve not,including terrestrial digital TV broadcasts in the United States;our Connected Car technologies compete with internal design groups of automotive manufacturers and other automobile technology suppliers that provide similar technologies by employing different approaches;andour competitive posi

264、tion is affected by the rate of adoption and incorporation of our technologies by semiconductor manufacturers,assemblers,foundries,manufacturers of consumer and communication electronics,and the automotive and surveillance industry.In the future,our licensed technologies may also compete with other

265、emerging technologies that may be less expensive and provide higher performance than our solutions.Companies with these competing technologies may also have greater resources.Technological change could render our technologies obsolete,and new,competitive technologies could emerge that achieve broad

266、adoption and adversely affect the use of our technologies and intellectual property.Some of our current or future competitors may have significantly greater financial,technical,marketing and other resources than we do,may enjoy greater brand recognition than we do,or may have more experience or adva

267、ntages than we have in the markets in which they compete.Further,many of the consumer hardware and software products that include our technologies also include technologies developed by our competitors.In order for us to remain competitive in this market,we must continue to invest significant resour

268、ces in innovation and product development in order to enhance our technologies and our existing products and services and introduce new high-quality technologies,products and services to meet the wide variety of such competitive pressures.Our ability to generate revenue from our business will suffer

269、 if we fail to do so successfully.Our monetization strategy is relatively new and may not be successful,which could adversely impact our business.Our Media Platforms monetization strategy depends on our ability to generate revenue from advertisers,primarily from the sale of digital advertising and r

270、elated services and media and entertainment promotional spending.Our success will depend on our ability to increase the number of active users and the number of hours that are viewed by them.As the user base grows and we increase the amount of content offered and viewed by users,we will need to effe

271、ctively monetize the user base based on their viewing activity.Our ability to deliver more relevant advertisements to users and to increase the value of our services to advertisers depends in part on the collection or use of user engagement data,which may be restricted or prevented due to a number o

272、f factors including users having the ability to opt out from our,our service providers,or our advertising partners collection and use of this data,restrictions imposed by advertisers,content providers,or service providers,changes in technology,and developments in laws,regulations,and industry standa

273、rds.If users spend most of their time within content where we have limited or no ability to place advertisements or leverage user information,users opt out from our ability to collect data for use in providing more relevant advertisements,or we are otherwise not able to collect or use such informati

274、on,we may not be able to achieve the expected growth in monetization revenue or profitability.There can be no assurance that we will be successful in executing our monetization strategy,or in accurately forecasting potential revenues from our Media Platform solutions.182025/1/18 06:5710-Khttps:/www.

275、sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm30/177 Our Media Platform business may not be successful in developing,maintaining,and expanding key relationships with TV OEMs and content publishers.Our monetization strategy depends on our ability to develop,maintain and expa

276、nd our relationships with key TV manufacturing partners and content publishers.The initial focus of TiVo OS was to launch in Smart TVs in the EU market,which is a relatively new market for our Media Platform business.However,the overall success of our monetization strategy will depend in part on our

277、 ability to expand TiVo OS into additional Smart TVs for the United States and other international markets.We need to identify,establish and maintain relationships with content publishers to provide users with popular streaming services,channels and content.Furthermore,we need to develop new relatio

278、nships with local content partners or enter into new arrangements with existing content publishers as we enter into new international markets or expand our services and features.Some TV manufacturers will not deploy TiVo OS unless specific content publishers are on the platform,and there can be no a

279、ssurance that we will be able to secure relationships with the key content publishers.We do not typically receive license revenue from our TiVo OS arrangements with TV manufacturers,and we expect to incur significant expenses in connection with these commercial agreements.The primary economic benefi

280、ts that we expect to derive from these license arrangements will be indirect,primarily from growing the number of active users to generate advertising-related revenue.If these arrangements do not result in an increase in active users,or if that growth does not result in an increase in advertising-re

281、lated revenue,our business may be harmed.If we are not successful in maintaining existing and creating new relationships with TV manufacturing partners,or if we encounter technological,content licensing,or other impediments to these relationships,our ability to grow our business could be adversely i

282、mpacted.In addition,if our TV manufacturing partners reduce their forecasts or delay the market launch dates for distributing Smart TVs with TiVo OS,or if they choose to deploy with a competitors operating system or develop their own operating system,our business may be harmed.We may not be able to

283、manage our disparate business operations efficiently,which may lead to disposition of such business and related assets.Our effort to rationalize our disparate business operations could require our management to refocus on certain business operations while disinvesting in others.Additionally,as busin

284、ess strategy and product markets continue to evolve,we may dispose,discontinue,or divest product lines or business divisions.Disposing or discontinuing existing product lines or business divisions,or separating business units,provides no assurance that operating expenses will be reduced or will not

285、cause us to incur material charges associated with such decisions.Furthermore,the disposition or discontinuance of an existing product line or business division,or separation or spinoff of a business unit,entails various risks,including the risk of not being able to obtain a purchaser,or,if obtained

286、,that the purchase price may not be equal to at least the net asset book value for the product line or business unit,or the value that investors place on it as reflected by our stock price.Other risks of such actions include adversely affecting employee morale,managing the expectations of,and mainta

287、ining good relations with,customers of disposed or discontinued product lines or business divisions,which could prevent selling other products to them.We may also incur other significant liabilities and costs associated with disposal or discontinuance of product lines or business divisions,or separa

288、tion of business units,including employee severance costs,relocation expenses,impairment of lease obligations and long-lived assets,and expenses associated with tax,legal and financial advisers.The effects of such actions may adversely impact our business,financial condition and results of operation

289、s.Our business depends,in part,on royalty-based and advertising-based revenue models,which are inherently risky.Our business is dependent,in part,on future royalties and/or advertising revenues paid to us by customers and partners.Royalty payments under our licenses may be based upon,among other thi

290、ngs,the number of subscribers for Pay-TV,a percent of net sales,a per-unit sold basis or a fixed monthly,quarterly or annual amount.Advertising-related revenue may be based upon,among other things,the number of users who watch a particular service,availability of inventory,advertiser interest and op

291、portunities to personalize advertisements.We are dependent upon our ability to structure,negotiate and enforce agreements for the determination and payment of royalties and advertising-based revenue,as well as upon our customers and partners compliance with their agreements.We face risks inherent in

292、 royalty-based and/or advertising-based business models,many of which are outside of our control,such as the following:the number of subscribers our Pay-TV customers have or the number of set top boxes our Pay-TV customers provide to their end-user subscribers;the number of end users and time spent

293、viewing content and advertising available within devices that incorporate our licensed technology;2025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm31/177192025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20

294、231231.htm32/177 the rate of adoption and incorporation of our technology by semiconductor manufacturers,assemblers,foundries,manufacturers of consumer and communication electronics,and the TV,automotive,consumer electronics,and surveillance industries;the willingness and ability of advertisers to u

295、se our advertising placements that are available via our licensed technology;the allocation by advertisers of their budgets to traditional advertising,such as traditional television,radio and print,and to advertising through social media and other digital platforms;the willingness and ability of con

296、tent owners and content aggregators to make their content available via our licensed technology;the willingness and ability of advertising technology partners to license their products and services to us for use in our licensed technology;the willingness and ability of suppliers to produce materials

297、 and equipment that support our licensed technology in a quantity sufficient to enable volume manufacturing;ability of our customers to purchase such materials and equipment on a cost-effective and timely basis;the length of the design cycle and our customers ability to successfully integrate certai

298、n of our technologies into integrated circuits;the demand for products that incorporate our licensed technology;the cyclicality of supply and demand for products using our licensed technology;the seasonal nature of advertising consumption and the associated variance to revenue based on those changes

299、;the impact of economic downturns and labor disruptions such as strikes;andthe impact of poor financial performance of our customers.For example,the ability to enjoy digital entertainment content downloaded or streamed over the internet has caused some consumers to elect to cancel their Pay-TV subsc

300、riptions.If our Pay-TV customers are unable to maintain their subscriber bases,the royalties they owe us will decline.In addition,large streaming platforms such as Netflix,Disney+and Amazon Prime Video have launched ad-supported tiers in their streaming services,which may further increase competitio

301、n for streaming advertising revenue.Also,the recent strikes called by the Writers Guild of America and SAG-AFTRA reduced the demand for advertising and media and entertainment promotional spending campaigns,which could negatively impact our business and results of operations.Although the strikes hav

302、e been resolved,there can be no assurance that there would not be reduced demand for advertising and media and entertainment promotional spending campaigns for a period of time,which may adversely affect our business,financial condition,results of operations and cash flows.Our licensees may delay,re

303、fuse to or be unable to make payments to us due to financial difficulties or otherwise,or shift their licensed products to other companies to lower their royalties to us.A number of our customers may face severe financial difficulties from time to time,which may result in their inability to make pay

304、ments to us in a timely manner,or at all.In addition,we have had a history of,and we may in the future experience,customers that delay or refuse to make payments owed to us under license or settlement agreements.Our customers may also merge with or may shift the manufacture of licensed products to c

305、ompanies that are not currently licensees of our technology.This could make the collection process complex,difficult,and costly,which may adversely impact our business,financial condition,results of operations and cash flows.It is difficult for us to verify royalty amounts owed to us under our licen

306、sing agreements,and this may cause us to lose revenue.The terms of our license agreements often require our customers to document their use of our technology and report related data to us on a quarterly basis.Although our license terms generally give us the right to audit books and records of our cu

307、stomers to verify this information,audits can be expensive,time consuming,and may not be cost justified based on our understanding of our customers businesses,especially given the international nature of our customers.Our license compliance program audits certain customers to review the accuracy of

308、the information contained in their royalty reports in an effort to decrease the likelihood that we will not receive the royalty to which we are entitled under the terms of our license agreements,but we cannot ensure that such audits will be effective to that end.2025/1/18 06:5710-Khttps:/www.sec.gov

309、/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm33/177202025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm34/177 Competition for employees is intense,and we may not be able to attract and retain the qualified and skilled employees

310、needed to support our business.Our future success depends,in part,upon our ability to recruit and retain key management,technical,sales,marketing,finance,and other critical personnel.Competition for qualified management,technical and other personnel is intense,and we may not be successful in attract

311、ing and retaining such personnel.If we fail to attract and retain qualified employees,including internationally,our ability to grow our business could be harmed.Competition for people with the specific skills that we require is significant.In order to attract and retain personnel in a competitive ma

312、rketplace,we believe that we must provide a competitive compensation package,including cash and equity-based compensation.Volatility in our stock price may from time to time adversely affect our ability to recruit or retain employees.If we are unable to hire and retain qualified employees,or convers

313、ely,if we fail to manage employee performance or reduce staffing levels when required by market conditions,our business,financial condition and results of operations could be adversely affected.We face competitive risks in the provision of entertainment offerings involving the distribution of digita

314、l content provided by third party application and content providers through broadband.We have previously launched access in certain of our products and services to the entertainment offerings of Amazon Prime Video,Netflix,Hulu Plus,HBO Max,Disney+,VUDU,Paramount+,Peacock,and others for the distribut

315、ion of digital content directly to broadband-connected TiVo devices.These entertainment offerings typically involve no significant long-term commitments.We face competitive,technological and business risks in our ongoing provision of entertainment offerings involving the distribution of digital cont

316、ent through broadband to consumer televisions with such offerings,including the availability of premium and high-definition content,as well as the speed and quality of the delivery of such content to partner devices.For instance,we face increased competition from a growing number of broadband-enable

317、d devices from providers such as Roku,Apple TV,Amazon FireTV and Chromecast that provide broadband-delivered digital content directly to a consumers television connected to such a device.Additionally,we face competition from online content providers and other personal computer(“PC”)software provider

318、s who deliver digital content directly to a consumers PC,which in some cases may then be viewed on a consumers television.The TiVo OS solution faces competition from other Smart TV operating systems,as well as non-Smart TVs that utilize broadband-enabled devices.If we are unable to provide a competi

319、tive entertainment offering on our own,or an equivalent offering with other third parties,the attractiveness of the TiVo service to new users would be harmed as consumers increasingly look for new ways to receive and view digital content and our ability to retain and attract users would be harmed.Re

320、cent rapid transformation in licensing and distribution of digital content has made the industry less predictable and more volatile and if we are unable to adapt to developments in this space,our business,financial condition and results of operations may be harmed.Our future success depends on our a

321、bility to establish and maintain licensing relationships with companies in related business fields,including:Pay-TV service providers;Operators of entertainment content distributors,including pay-per-view(“PPV”)and video-on-demand(“VOD”)networks;TV OEMs and ODMs,CE,digital set-top hardware manufactu

322、rers,and personal computer manufacturers;TV main board manufacturers,and chip manufacturers;motion-picture studios,networks streaming partners(including content aggregators and SVOD,FAST,and AVOD providers),and other content providers;semiconductor and equipment manufacturers;content rights holders;

323、retailers and advertisers and advertising technology partners;digital rights management suppliers;andinternet portals and other digital distribution companies.Substantially all of our license agreements are non-exclusive,and therefore our licensees are free to enter into similar agreements with thir

324、d parties,including our competitors.Our licensees may develop or pursue alternative technologies either on their own or in collaboration with others,including our competitors.2025/1/18 06:5710-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm35/177212025/1/18 06:57

325、10-Khttps:/www.sec.gov/Archives/edgar/data/1788999/000095017024023915/xper-20231231.htm36/177 Some of our third-party license arrangements require that we license others technologies and/or integrate our solutions with others.In addition,we rely on third parties to report usage and volume informatio

326、n to us.Delays,errors or omissions in this information could harm our business.If these third parties choose not to support integration efforts or delay the integration of our solutions,our business,financial condition and results of operations could be harmed.Relationships have historically played

327、an important role in the entertainment industries that we serve.If we fail to maintain and strengthen these relationships,these industry participants may not purchase and use our technologies or facilitate the adoption of our technologies,which will harm our business,financial condition,results of o

328、perations and prospects and may make it more difficult for us to enter into new markets.In addition,if major industry participants form strategic relationships that exclude us,our business,financial condition,results of operations and prospects could be materially adversely affected.Our pursuit of a

329、cquisitions and divestitures may adversely affect our business operations or stock price if we cannot successfully execute our strategies.We have made several acquisitions,domestically and internationally,and recently divested our imaging and in-car monitoring business.Our current plan is to continu

330、e to acquire or divest assets,technologies,or companies where we believe the transaction would be strategic to our future business or otherwise would be in the best interest of the Company and our stockholders.Acquisitions and divestitures involve challenges in terms of successful integration or sep

331、aration,as applicable,of technologies,products,services,and employees.We may not realize the anticipated benefits of acquisitions or divestitures we may complete in the future,and we may not be able to successfully incorporate or separate the applicable services,products,or technologies,or integrate

332、 or separate personnel from the applicable businesses,in which case our business,financial condition and results of operations could be harmed.The changes resulting from acquisitions and divestitures may place a significant strain on our management team and on our operational and financial systems,p

333、rocedures,and controls.Our future success will depend,in part,upon the ability of our management team to manage such changes effectively,requiring our management to:recruit,hire,and train additional personnel,or effectively manage the transition of exiting personnel;transition and improve our operational and financial systems,procedures,and controls;maintain our cost structure at an appropriate le