UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM SD

Specialized Disclosure Report

 

 

SiTime Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Arthur D. Chadwick

Executive Vice President

Chief Financial Officer

(408) 328-4400

(Name and telephone number, including area code, of the person to

contact in connection with this report.)

 

Check the appropriate box to indicate the rule pursuant to which this form is being filed, and provide the period to which the information in this form applies:

 

 

 

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Section 1 - Conflict Minerals Disclosure

Item 1.01Conflict Minerals Disclosure and Report

This report for the year ended December 31, 2019 has been prepared by management of SiTime Corporation (the “Company,” “we,” “us,” and “our”) to comply with Section 13(p) of the Securities Exchange Act of 1934, as amended, and Rule 13p-1 (the “Rule”) promulgated thereunder and in accordance with the Instructions to Form SD except, however, that we are relying on the Updated Statement on the Effect of the Court of Appeals Decision on the Conflict Minerals Rule issued by the Division of Corporation Finance of the Securities and Exchange Commission (“SEC”) on April 7, 2017 (the “April 2017 Guidance”). As permitted under the April 2017 Guidance, this report does not address Item 1.01(c) of Form SD.

The Rule was adopted by the SEC as required by the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 and imposes certain reporting obligations on SEC registrants whose manufactured products contain so-called “conflict minerals” that are necessary to the functionality or production of those products. As used in this report, the term “conflict minerals” includes columbite-tantalite (coltan), cassiterite, gold, wolframite, and their derivatives tantalum, tin and tungsten.

A copy of this report is made available on our website at www.sitime.com, under the heading “Investors.” The website and the information accessible through it are not incorporated into this report.

The Company is a fabless semiconductor company and thus is not involved in the actual mining or direct purchase of conflict minerals. The Company must rely on the good faith effort of its suppliers to provide information regarding the origin of conflict minerals used to manufacture products supplied to the Company.  We also rely on information collected and provided by the Responsible Minerals Initiative (“RMI”) (formerly the Conflict-Free Sourcing Initiative) obtained through their independent third-party audit programs.

The Company has adopted a Conflict Minerals Policy stating its commitment to eliminate the use of conflict minerals. The Company’s policy also states its expectation that its suppliers survey their supply chains and only use sources that are verified to be compliant by RMI or the equivalent.  The RMI is a global program where an independent third party evaluates a smelter’s procurement activities and determines if the smelter demonstrated that materials they processed originated from conflict-free sources.  Through this industry collaborative effort, smelters are audited globally.  The list of compliant smelters and refiners is posted at www.responsiblemineralsinitiative.org.

Reasonable Country of Origin Inquiry

We conducted a Reasonable Country of Origin Inquiry (“RCOI”) in reliance upon:

We believe our RCOI process was reasonably designed to determine (a) whether any of the conflict minerals contained in our products originated in the Covered Countries (as defined by the Rule) and (b) whether any of the conflict minerals are from recycled or scrap sources, and was performed in good faith. However, there are inherent limitations in the information provided by third parties, including but not limited to potential inaccuracies, incompleteness or falsified information despite our efforts to review the information.

 

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Results

All of our key suppliers responded and indicated that such minerals (tantalum, tin, tungsten and gold) contained in our products originated in the Covered Countries.  These suppliers also confirmed that most of the smelters where the minerals originated from participated in the RMI flagship program and were conformant to RMAP. However, as not every supplier responded or could confirm compliance with RMAP, the Company does not have sufficient information and is therefore unable to determine the origin of all of conflict minerals used in its products.

 

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SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the duly authorized undersigned.