UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM SD
Specialized Disclosure Report
ALLEGRO MICROSYSTEMS, INC.
(Exact name of the registrant as specified in its charter)
_________________________________
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Delaware |
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001-39675 |
(State or Other Jurisdiction
of Incorporation) |
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(Commission File Number) |
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955 Perimeter Road |
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Manchester, New Hampshire |
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03103 |
(Address of Principal Executive Offices) |
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(Zip Code) |
Sharon S. Briansky
Senior Vice President, General Counsel and Secretary
(603) 626-2300
(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:
☒ Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the reporting period from January 1 to December 31, 2023
☐ Rule 13q-1 under the Securities Exchange Act (17 CFR 240.13q-1) for the fiscal year ended _____________.
Section 1 – Conflict Minerals Disclosure
Item 1.01 Conflict Minerals Disclosure and Report
Conflict Minerals Disclosure
This Form – Specialized Disclosure (“Form SD”) should be read in conjunction with the definitions set by U.S. Securities and Exchange Commission (“SEC”) within the Form SD – Specialized Disclosure Report – General Instructions. The term “Conflict Minerals” refers to the four specific metals, tantalum, tin, tungsten, and gold, regardless of country of origin or whether they benefit, or finance, armed conflict, violence, or human rights violations.
Rule 13p-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which implements Section 1502 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Conflict Minerals Regulations”) requires that certain inquiries are performed and due diligence activities are conducted related to Conflict Minerals that are necessary to the functionality or production of a product manufactured, or contracted to be manufactured, by Allegro MicroSystems, Inc. (the “Company”). Because the Company has determined that Conflict Minerals are necessary to the functionality and production of the Company’s products, the Conflict Minerals Regulations require the Company to conduct a reasonable country of origin inquiry (“RCOI”) that is designed to determine if any of the Conflict Minerals used in the manufacturing or production of the Company’s products originated in the Democratic Republic of the Congo or the adjoining countries (the “Covered Countries”) or are from recycled and scrap sources. Based on the RCOI conducted by the Company, some of the Conflict Minerals used in the Company’s products may have originated in the Covered Countries and may not have only originated from scrap and recycled sources. The Company has prepared a Conflict Minerals Report covering calendar year 2023 (the “Report”) and performed due diligence measures on the source and chain of custody of these Conflict Minerals, as discussed in the Report.
The Company has filed the Report as Exhibit 1.01 hereto, and the Report is incorporated into this Form SD by reference. The Report is also publicly available on the Company’s website at https://www.allegromicro.com/en/about-allegro/corporate-responsibility/sustainability. References to websites in this Form SD and in the Report are provided for reference and general information only, and the contents of such websites are not incorporated by reference into this Form SD or the Report, nor are they deemed to be “filed” with the SEC pursuant to the Exchange Act.
Item 1.02 Exhibit
The Conflict Minerals Report of the Company covering calendar year 2023 is included as Exhibit 1.01 to this Form SD.
Section 2 – Exhibits
Item 2.01 Exhibits
The following exhibit is filed as part of this Form SD:
Exhibit Number Description of Exhibit
1.01 Conflict Minerals Report of Allegro MicroSystems, Inc. for the year ended December 31, 2023, as required by Items 1.01 and 1.02 of this Form SD.
SIGNATURES
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.
ALLEGRO MICROSYSTEMS, INC.
(Registrant)
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By: /s/ Sharon S. Briansky |
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May 13, 2024 |
Name: Sharon S. Briansky |
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Date |
Title: Senior Vice President, General Counsel and Secretary |
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Exhibit 1.01
Allegro MicroSystems, Inc. – 2023 Conflict Minerals Report
Introduction
This Conflict Minerals Report of Allegro MicroSystems, Inc. (the “Company”, “Allegro”, “we”, or “our”), for the year ended December 31, 2023 (the “Report”), is presented in compliance with Rule 13p-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). This Report should be read in conjunction with the definitions set forth by the Securities and Exchange Commission (the “SEC”) within the Form SD – Specialized Disclosure Report – Instructions. “Conflict Minerals” or “3TG” refers to the four specific metals, tantalum, tin, tungsten, and gold, regardless of country of origin or whether they benefit, or finance, armed conflict and violence.
Rule 13p-1 of the Exchange Act imposes reporting obligations for SEC reporting companies whose products contain Conflict Minerals that are necessary to the functionality or production of their products. Such companies must, in good faith, conduct a reasonable country of origin inquiry (the “RCOI”) designed to determine the country of origin of the Conflict Minerals. If the Conflict Minerals necessary for the functionality or production of a company’s products may have originated in the Democratic Republic of the Congo, and adjoining countries (the “Covered Countries”), and may not be solely from recycled or scrap resources, a company must also conduct due diligence on the source and chain of custody of those Conflict Minerals to determine if the Conflict Minerals benefitted, or financed, armed conflict and violence.
For the year ended December 31, 2023, the Company has determined that Conflict Minerals were necessary to the functionality and production of our products and has conducted a RCOI, as described in this Report. Based on the RCOI, some of the Conflict Minerals used in the Company’s products may have originated in the Covered Countries and may not have only originated from scrap and recycled sources. The Company performed due diligence measures on the source and chain of custody of these Conflict Minerals, as described in this Report.
This Report describes our products and the review and diligence process undertaken for products that were manufactured or contracted to be manufactured during calendar year 2023 and that contain Conflict Minerals. Pursuant to the April 29, 2014 “Statement on the Effect of the Recent Court of Appeals Decision on the Conflict Minerals Rule,” issued by Keith F. Higgins, Director, SEC Division of Corporate Finance, the Company is not required to describe its products as “DRC Conflict Free” or “DRC Conflict Undeterminable.” Moreover, the Company is not required to obtain, and has not obtained, an independent private sector audit of this Report.
For important disclosures regarding the website references and forward-looking statements contained in this Report, please see the section of the Report titled “Additional Information.”
Company and Product Descriptions
The Company is a leading global designer, developer, fabless manufacturer and marketer of sensor integrated circuits (“ICs”) and application-specific analog power ICs enabling important emerging technologies in the automotive and industrial markets. The Company is a leading supplier of magnetic sensor IC solutions worldwide based on market share, driven by its market leadership in the automotive market. The Company’s products are foundational to automotive and industrial electronic systems. Sensor ICs designed and developed by the Company enable customers to precisely measure motion, speed, position and current, while the Company’s power ICs include high-temperature and high-voltage capable motor drivers, power management ICs, light emitting diode driver ICs and isolated gate drivers.
Our product portfolio includes over 1,000 products across a range of high-performance analog mixed-signal semiconductors and includes magnetic sensor ICs, and power ICs. We apply our deep technology know-how to deliver magnetic sensing IC and power IC solutions to: (i) sense speed, position, and current and to enable electric powertrains, improve vehicle fuel efficiency and CO2 emissions, enable safer cars through advanced driver assistance systems and safety features, and enhance factory automation and clean energy systems; (ii) regulate systems to improve safety and power efficiency and ultimately reduce solution size; and (iii) drive motors through our advanced, proprietary algorithms that provide industry-leading reliability and energy efficiency, with minimal audible noise and vibration.
For calendar year 2023, our in-scope products that contain Conflict Minerals that may have originated from a Covered Country included both our magnetic sensor and power ICs. Conflict Minerals were necessary to the functionality and production of our ICs for the year ended December 31, 2023.
Overview of Allegro’s Ethical Minerals Program
We are committed to the ethical and responsible sourcing of minerals and have enacted our Ethical Minerals Sourcing Policy to prevent the 3TG procured for manufacturing from directly, or indirectly, benefitting armed groups, violence, or human rights violations in the Covered Countries. Our Ethical Minerals Sourcing Policy is publicly available on our website (https://www.allegromicro.com/en/design-support/quality-and-environment under “Policies and Declarations”). This policy, which includes Conflict Minerals, Cobalt and Mica, is the foundation for our ethical minerals program and is designed to improve mineral sourcing decisions through:
•Installing company-wide programs and procedures supporting the Responsible Minerals Initiative (“RMI”) aimed at eradicating armed conflict, violence, and human right violations.
•Mapping mineral supply chains and minerals sources utilizing RCOI data, smelter databases, and the Responsible Minerals Assurance Program (“RMAP”) to identify smelters or refiners (“SORs”) as conformant to the Organization for Economic Co-operation and Development (“OECD”) Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict Affected High Risk Areas (the “OECD Guidance”).
•Requiring suppliers to have a policy or program in place that aims to have all 3TG utilized ethically sourced, conflict free and reported to stakeholders within the Conflict Minerals Reporting Template (“CMRT”).
•Working to improve 3TG sourcing decisions and communicating with stakeholders concerning 3TG mineral supply chain changes that need attention.
•Taking corrective actions to enable ethical sourcing and a conflict-free 3TG supply chain.
•When SOR facilities cannot be confirmed or denied as sourcing from Covered Countries, those suppliers may be audited and subjected to an executive decision on future sourcing options.
Reasonable Country of Origin Inquiry
RCOI Process
For the year ended December 31, 2023, we utilized the following process to conduct our RCOI. We conducted an annual survey utilizing the CMRT to survey our supply chain for any Conflict Minerals necessary for production and manufacturing to identify the SOR facilities our suppliers use when manufacturing our products. Any suppliers that may use Conflict Minerals were identified, provided our Ethical Minerals Sourcing Policy and the latest version of the CMRT, and asked to complete and return the CMRT. Submitted supplier CMRTs were then reviewed for accuracy and completeness. Any areas of concern were identified to the supplier for more details and any amendments. The SOR facilities were then cross-checked with the RMI facilities database, which contains the current status of all facilities as active and conformant. For any facilities identified to not be active and conformant to RMAP, or another responsible mineral validation program, we attempted to contact the SOR facility directly to request that the country of origin be identified for the Conflict Minerals used in the manufacturing of our products. As part of that outreach, we encouraged the contacted SOR facility to engage in the RMI’s RMAP. We also encouraged our suppliers to contact the SOR facility to engage in the RMI’s RMAP. All RCOI surveys and direct communications with SOR facilities were retained within our compliance database and reviewed.
RCOI Results
The results of our RCOI for the year ending December 31, 2023, are as follows:
o100% of suppliers identified as utilizing Conflict Minerals that are necessary for the production and manufacturing of our parts provided responses to the CMRT.
o157 SOR facilities were identified on suppliers’ CMRTs. Eight of these SOR facilities were removed from the supply chain during the due diligence process. Of these eight SOR facilities, six were found to have temporarily or permanently ceased operations, and two facilities were found to be nonconformant as a result of allowing their audit cycles to lapse.
oOf the 149 SOR facilities remaining, we have reason to believe that 34 may have sourced Conflict Minerals from the Covered Countries and have confirmed, per the RMI, that all 34 are in conformance with RMAP. Of the 149 facilities, 148 were audited by the RMI and validated against RMAP as conformant facilities. On December 19, 2023, the remaining SOR facility filed a declaration of ceased/suspended operations with the RMI became inactive. This facility was previously conformant to the RMI’s RMAP before ceasing operations. We continue to engage with the applicable supplier to confirm its removal from the supply chain.
Based on the RCOI conducted by the Company described above, we have reason to believe that some of the Conflict Minerals used in the Company’s products may have originated in the Covered Countries and may not have only
originated from scrap and recycled sources. Therefore, we exercised due diligence on the source and chain of custody of Conflict Minerals, in accordance with our ethical minerals program.
Design of Allegro’s Ethical Minerals Program and Due Diligence Process
Allegro has implemented management systems and due diligence processes, including an internal written procedure (our “Ethical Minerals Program”) as a key component for supply chain management, compliance disclosures, and reporting as related to the Conflict Minerals necessary to the functionality or production of products that the Company manufactures and contracts to manufacture. Our Ethical Minerals Program is designed to conform with the five-step framework contained in the OECD Guidance. Our Ethical Minerals Program works in connection with our Supplier Code of Conduct, which is publicly available on our website (https://www.allegromicro.com/en/about-allegro/corporate-responsibility).
Ethical Minerals Program
The following is a summary of the steps we take as part of our Ethical Minerals Program, as it related to the OECD Guidance:
Step 1: Maintain strong company management systems
•Ethical Mineral Sourcing Policy: We maintain a supply chain mineral sourcing policy that is regularly reviewed and updated. The scope of this policy is minerals that originate from conflict affected high risk areas identified by the OECD (“CAHRAs”), including the Covered Countries. This policy is aligned to the OECD Guidance, requires our suppliers to have a similar policy in place, and establishes the importance of responsible mineral supply chains to Allegro. This policy is publicly available on our website (https://www.allegromicro.com/en/design-support/quality-and-environment under “Policies and Declarations”).
•Internal Ethical Minerals Team: We established an internal team that is tasked with enforcing our Ethical Minerals Sourcing Policy and implementing our Ethical Minerals Program. The Company’s Director of Quality Management Systems leads our Ethical Minerals Program, reporting to our Vice President of Quality. Our internal team is supported by the Senior Vice President of Global Operations and Quality. The internal team provides reports every other week to stakeholders and the Director of Quality Management Systems, and monthly reports to the Vice President of Quality and the Senior Vice President of Global Operations and Quality (the Vice President of Quality, together with the Senior Vice President of Global Operations and Quality, the “Operations Leadership Team”) to manage the supply chain. These monthly reports include any escalations related to nonconformant SORs that cannot be removed from the supply chain, metrics on CMRTs and Extended Minerals Reporting Templates (“EMRTs”), and information on any suppliers whom we have not been able to obtain a CMRT from. In 2023, no internal quarterly reporting was necessary regarding nonconformant SORs that cannot be removed from the supply chain or unresponsive CMRTs because we did not have any instances of either of these types of events occurring.
•RMI Membership: We are a member of the Responsible Business Alliance and a full member of the RMI. As regular participants in RMI’s members-only meetings and work groups, we benefit from industry-wide learning and can engage with other industry stakeholders. An integral part of our Ethical Minerals Program is the RCOI data the RMI provides to us in connection with our risk assessment and due diligence practices.
•Supplier Compliance Management System: A third-party management system is maintained by our internal ethical minerals team and is utilized for the approval or rejection of a supplier’s compliance documents, including the CMRT and EMRT. This is a multi-tiered approval system that has numerous controls in place to ensure compliance records are acceptable according to Company policies. This database is used to internally maintain records that are related to the responsible souring of minerals, including annual and ad hoc updates.
•Due Diligence Tools: We utilize the latest CMRT published by the RMI to survey our suppliers, map our supply chain, and identify the SORs that process the necessary Conflict Minerals contained in our products and the minerals’ country of origin. Our internal monitoring and control tools are used in connection with our supplier compliance management system to identify when smelters are dispositioned from the RMI’s conformant facilities list and which suppliers utilize those facilities and require engagement and supply chain updates.
•Supplier Engagement: To routinely engage with our suppliers, we have established our compliance management system to request annual updates to the CMRT, provide the supply chain with training materials, and communicate our Ethical Minerals Sourcing Policy. The training materials that are provided to our supply chain are aligned with the training provided by the RMI and are updated regularly to provide the most up to date information on the CMRT and Conflict Minerals. These training materials contain an acknowledgment letter that must be signed and returned to the Company stating that the materials have been reviewed and are understood. We have also established supplier contacts within the ethical minerals team that are directly responsible for supplier outreach. These supplier
contacts utilize a report provided every other week with information from our supplier compliance management system to assist with supplier engagement. Other members of the ethical minerals team also engage with suppliers via meetings, email, and phone when additional information is required or updates are needed relating to supply chain mapping, traceability, smelter dispositions, or corrective actions. Additionally, we issue supplier scorecards that provide information on whether a supplier is meeting the Company’s expectations on Conflict Minerals and how performance can be improved.
•Objective Evidence: Documents that are directly related to Conflict Minerals are stored within our management system including the CMRT and EMRT. Our management system also serves as a record retention platform, keeping a historical archive of all past records related to Conflict Minerals.
•Company Grievance Mechanism: We implemented a grievance mechanism for our employees, suppliers, and any other stakeholders to report any concerns, anonymously, as they relate to the responsible sourcing of minerals and corporate responsibility. We also encourage our suppliers and any other stakeholder to report any grievances to the RMI. Our corporate grievance mechanism is available publicly on our website (https://investors.allegromicro.com/corporate-governance). The RMI’s grievance mechanism is available on the RMI website (https://mineralsgrievanceplatform.org/).
Step 2: Identify and assess risks in the supply chain
•Risk Assessment Scope: Our risk assessment includes reviewing data from third-party tools and information systems from the RMI, conducting annual surveys of all direct suppliers, spot checking nonconformant SOR facilities, and ensuring compliance with our Supplier Code of Conduct and Ethical Minerals Sourcing Policy. The scope of our assessment and related expectations are communicated to all suppliers within our Supplier Code of Conduct.
•Risk Assessment Tools: Our risk assessment process relies heavily on third-party tools and information systems from the RMI. The third-party tools used for assessing the risks associated with Conflict Minerals are the CMRT, RMI Facilities Database, and RCOI data. These tools are used to verify details on our suppliers’ CMRTs and identify risks from the supply chain map. We have developed the CMRT Checker Tool for crosschecking all SORs across all our suppliers’ CMRTs against the RMI’s Facilities Database. This tool allows us to monitor the applicable facilities for dispositions, request updates from suppliers when needed, and assess risks in the supply chain. The EMRT is another third-party tool that is used to assess risks in the supply chain as they are related to Cobalt and Mica, allowing for the supply chain to be mapped in a similar capacity to the CMRT.
•Annual Survey: Our risk assessment process involves conducting an annual survey of all direct suppliers to identify any Conflict Minerals in our products that may have originated in Covered Countries. This survey is designed to disclose the SORs that processed the Conflict Minerals and the country of origin. When we receive a CMRT from a supplier, it goes through an approval process within our database management system to verify the details as both accurate and complete. If there are any concerns relating to the CMRT’s accuracy or completeness, it is sent back to the supplier requesting additional details be provided. Our database management system sends notifications to customers automatically when it is time to provide an update to the CMRT. This database management system is utilized for annual and ad hoc updates of suppliers’ CMRTs and EMRTs.
•Perform Spot Checks: Spot checks are performed at SOR facilities that are not conformant to a responsible mineral sourcing validation program by attempting to have the facility engage with RMAP and allow us to review and audit their due diligence practices, mineral trade routes, chain of custody information, and mineral country of origin information, in person, virtually, or via third party auditing firms that have been approved by the RMI. When a smelting and refining facility does not allow us to perform a spot check in person or virtually, the issue is escalated to our Operations Leadership Team, and an executive decision is required to send a third-party auditing firm to the facility or remove the facility from the supply chain altogether. The RMI approved third party auditing firms are listed on the RMI’s website (https://www.responsiblemineralsinitiative.org/responsible-minerals-assurance-process/rmap-audit-firm-and-auditor-approval/)
Step 3: Execute a strategy to respond to identified risks
•Risk Management Plan: Our risk management plan is heavily reliant on the RMI’s RMAP to validate SOR facilities as active and conformant to the OECD Guidance. RMAP is designed as a due diligence measure that audits the procurement, smelting, and refining practices of facilities processing Conflict Minerals from the Covered Countries, or other CAHRAs, that may not be from recycled or scrap resources. The RCOI data provided by the RMI bimonthly allows for a RCOI to be performed to identify and respond to any location-based risks.
•Risk Monitoring: We have a monitoring, measuring, and reporting process in place to monitor risks on an ongoing basis. This process is set forth in our written ethical minerals procedure that we utilize as part of our Conflict Minerals Program. Records of supplier CMRTs that have, and have not, been obtained are monitored and reported from the
compliance module and within the supplier compliance dashboard. The supplier compliance dashboard produces and distributes a report every other week detailing this information to all internal Conflict Minerals stakeholders.
•Reporting Findings: In addition to the biweekly supplier compliance dashboard report that is produced, any findings are presented to the Operations Leadership Team in a quarterly report, containing any necessary escalations related to securing the Conflict Minerals supply chain. Escalations are processed by the Operations Leadership Team to bring suppliers into conformance, otherwise they are removed from the supply chain by enforcing our Supplier Code of Conduct and Ethical Minerals Sourcing Policy.
•Report Findings to Senior Management: Status updates are provided to our Operations Leadership Team summarizing the information gathered during our annual survey for Conflict Minerals, results of the risk assessment, due diligence activities, and risk mitigation efforts.
Step 4: Carry out independent third-party audit of SORs’ due diligence practices
•Our membership to RMI allows us to utilize RMAP. RMAP is a third-party assessment of the management systems and mineral sourcing practices of SORs for compliance with OECD Guidance and RMAP standards. RMAP is an integral part of our due diligence process.
•Our membership to RMI allows us to utilize RCOI data, which is a product of RMI’s RMAP audit activities. RCOI data updates are distributed every other month for use in supply chain traceability.
•A member of our ethical minerals team is an active participant in the RMI’s workgroups that are responsible for the ongoing improvement of the RMI’s templates, programs, and initiatives.
Step 5: Report annually on supply chain due diligence
•We are not a direct purchaser of 3TG; our supply chain partners purchase 3TG on our behalf to enable us to manufacture our products. We impose our Ethical Minerals Sourcing Policy upon our supply chain, requiring them to provide a CMRT annually along with updates, as requested. After performing due diligence on a supplier’s CMRT, the CMRT is approved by the ethical minerals team members and is rolled up into our company-level CMRT, along with the approved CMRTs from our other suppliers. If the supplier CMRT is not approved, the supplier is given the opportunity to comply with our Ethical Minerals Sourcing Policy and supplier outreach begins. If supplier outreach is not successful in bringing the supplier into compliance with our Ethical Minerals Sourcing Policy, the CMRT is escalated to the leadership of the ethical minerals team. This process allows for annual updates to our company-level CMRT. If the ethical minerals team leadership is not successful in bringing the supplier into conformance with our Supplier Code of Conduct and Ethical Minerals Sourcing Policy, the supplier is removed from our supply chain.
•We prepare a Form – Specialized Disclosure Report on Conflict Minerals (“Form SD”) on an annual basis that includes the contents of our company-level CMRT, due diligence description and results, and conclusions. Our Form SD is publicly filed with the SEC and available on the SEC’s website at www.sec.gov. In addition, this Report is available on our website at https://www.allegromicro.com/en/about-allegro/corporate-responsibility/sustainability.
Supplier Outreach
Our supplier outreach efforts for the Conflict Minerals necessary for the production or manufacturing of our products for the reporting period ending December 31, 2023, are as follows:
oConducted a survey of all applicable suppliers with the CMRT to identify the SOR facilities within our supply chain that process the Conflict Minerals necessary for the production or manufacturing of our products.
oReviewed the CMRTs provided by suppliers for completeness and accuracy and communicated any concerns with suppliers to obtain additional information and details.
oOur response rate for supplier CMRTs was 100%.
oValidated SOR facilities as active and conformant to RMAP.
oMonitored, tracked, and reported on suppliers that fell out of conformance with our Ethical Minerals Sourcing Policy based on biweekly and monthly compliance status reports.
oMitigated risks identified on supplier CMRTs by directly communicating with suppliers to engage SOR facilities to participate in RMAP and align to the OECD Guidance.
oOur ethical minerals team received quarterly consultations from a third-party consulting firm to review our Ethical Minerals Program and align with industry best practices.
Results of Due Diligence Process
The results of our due diligence efforts for the reporting period ending December 31, 2023, are as follows:
o157 SOR facilities were identified using the CMRT. Of those 157 SOR facilities, eight were removed from the supply chain during due diligence. Of these eight SOR facilities, six temporarily or permanently ceased operations and two allowed their RMAP audit cycles to lapse resulting in a nonconformant status. Of the remaining 149 SOR facilities, 148 SOR facilities are conformant, and one facility ceased/suspended operations on December 19, 2023. We continue to engage with the applicable supplier to confirm its removal from the supply chain.
oWe requested our suppliers to engage with the supply chain to remove any nonconformant SOR facilities from the supply chain or to communicate with any nonconformant SOR facilities to bring them into conformance. The two nonconformant smelters were successfully removed from the supply chain.
oWe requested our suppliers to engage with the supply chain to confirm that any inactive SOR facilities have been removed from the supply chain. Six SOR facilities were successfully confirmed to be removed from the supply chain. One SOR facility has not yet been confirmed to have been removed from the supply chain, but we continue to engage with the supply chain to confirm its removal.
oAfter engaging with our suppliers, in accordance with our Supplier Code of Conduct and Ethical Minerals Sourcing Policy, we removed any inactive facilities from the supply chain, engaged in ongoing monitoring, and worked with supply chain partners to ensure conformance to RMAP is maintained. We continue to engage with the supply chain to confirm any remaining inactive SOR facilities are removed from the supply chain.
Conclusion
For the period ended December 31, 2023, the Company has concluded, in good faith, that it contracts with others to manufacture and produce parts where Conflict Minerals are necessary for the functionality or production of our products. Based on our RCOI, we have reason to believe that some of the Conflict Minerals used in the manufacturing of our products may have originated in Covered Countries and may not only be from recycled or scrap resources. The Company has exercised due diligence on the source and chain of custody of those Conflict Minerals in accordance with our Ethical Minerals Program and OECD Guidance.
A summary of the results of our due diligence process for the year ended December 31, 2023 is provided in the table below, and a detailed disclosure by Conflict Mineral type of each facility in our supply chain that provides Conflict Minerals, including the company name, unique company identifier, and country location is provided on the following pages.
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Year Ended December 31, 2023: |
Conformant: |
Active: |
NonConformant: |
Inactive: |
Total: |
Tin |
49 |
0 |
0 |
0 |
49 |
Tantalum |
26 |
0 |
0 |
0 |
26 |
Tungsten |
24 |
0 |
0 |
1 |
25 |
Gold |
49 |
0 |
0 |
0 |
49 |
Total: |
148 |
0 |
0 |
1 |
149 |
Additional Information
References to websites in this Report are provided for reference and general information only, and the contents of such websites are not incorporated by reference into this Report, nor are they deemed to be “filed” with the SEC to the extent that this Report is incorporated by reference into any filing pursuant to the Exchange Act.
This Report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in Report that do not relate to matters of historical fact should be considered forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “anticipate,” “believe,” “could,” “expect,” “should,” “plan,” “intend,” “estimate,” “target,” “mission,” “may,” “will,” “would,” “project,” “predict,” “contemplate,” “potential,” or the negative thereof and similar words and expressions. Forward-looking statements are based on management’s current expectations, beliefs, and assumptions and on information currently available to us. Such statements are subject to a number of known and unknown risks, uncertainties and assumptions, and actual results may differ materially from those expressed or implied in the forward-looking statements due to various important factors discussed under the caption “Risk Factors” in our Annual Report on Form 10-K filed with the SEC on May 25, 2023, as updated in Part II, Item 1A. “Risk Factors” in our Quarterly Report on Form 10-Q for the quarterly period ended December 29, 2023, filed with the SEC on February 1, 2024, as any such factors may be updated or supplemented from time to time in our other filings with the SEC, which are accessible on the SEC’s website at www.sec.gov and the Investors Relations page of our website at investors.allegromicro.com. All forward-looking statements speak only as of the date of this Report and, except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements contained herein, whether as a result of any new information, future events, changed circumstances or otherwise.
Tin Facilities:
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Company Identifier |
Conflict Mineral |
Company Name |
Country |
CID000228 |
Tin |
Chenzhou Yunxiang Mining and Metallurgy Co., Ltd. |
CHINA |
CID000292 |
Tin |
Alpha |
UNITED STATES OF AMERICA |
CID000309 |
Tin |
PT Aries Kencana Sejahtera |
INDONESIA |
CID000402 |
Tin |
Dowa |
JAPAN |
CID000438 |
Tin |
EM Vinto |
BOLIVIA (PLURINATIONAL STATE OF) |
CID000468 |
Tin |
Fenix Metals |
POLAND |
CID000538 |
Tin |
Gejiu Non-Ferrous Metal Processing Co., Ltd. |
CHINA |
CID001070 |
Tin |
China Tin Group Co., Ltd. |
CHINA |
CID001105 |
Tin |
Malaysia Smelting Corporation (MSC) |
MALAYSIA |
CID001142 |
Tin |
Metallic Resources, Inc. |
UNITED STATES OF AMERICA |
CID001173 |
Tin |
Mineracao Taboca S.A. |
BRAZIL |
CID001182 |
Tin |
Minsur |
PERU |
CID001191 |
Tin |
Mitsubishi Materials Corporation |
JAPAN |
CID001231 |
Tin |
Jiangxi New Nanshan Technology Ltd. |
CHINA |
CID001314 |
Tin |
O.M. Manufacturing (Thailand) Co., Ltd. |
THAILAND |
CID001337 |
Tin |
Operaciones Metalurgicas S.A. |
BOLIVIA (PLURINATIONAL STATE OF) |
CID001399 |
Tin |
PT Artha Cipta Langgeng |
INDONESIA |
CID001402 |
Tin |
PT Babel Inti Perkasa |
INDONESIA |
CID001406 |
Tin |
PT Babel Surya Alam Lestari |
INDONESIA |
CID001428 |
Tin |
PT Bukit Timah |
INDONESIA |
CID001453 |
Tin |
PT Mitra Stania Prima |
INDONESIA |
CID001458 |
Tin |
PT Prima Timah Utama |
INDONESIA |
CID001460 |
Tin |
PT Refined Bangka Tin |
INDONESIA |
CID001463 |
Tin |
PT Sariwiguna Binasentosa |
INDONESIA |
CID001468 |
Tin |
PT Stanindo Inti Perkasa |
INDONESIA |
CID001477 |
Tin |
PT Timah Tbk Kundur |
INDONESIA |
CID001482 |
Tin |
PT Timah Tbk Mentok |
INDONESIA |
CID001539 |
Tin |
Rui Da Hung |
TAIWAN, PROVINCE OF CHINA |
CID001898 |
Tin |
Thaisarco |
THAILAND |
CID002036 |
Tin |
White Solder Metalurgia e Mineracao Ltda. |
BRAZIL |
CID002158 |
Tin |
Yunnan Chengfeng Non-ferrous Metals Co., Ltd. |
CHINA |
CID002180 |
Tin |
Tin Smelting Branch of Yunnan Tin Co., Ltd. |
CHINA |
CID002455 |
Tin |
CV Venus Inti Perkasa |
INDONESIA |
CID002503 |
Tin |
PT ATD Makmur Mandiri Jaya |
INDONESIA |
CID002517 |
Tin |
O.M. Manufacturing Philippines, Inc. |
PHILIPPINES |
CID002570 |
Tin |
CV Ayi Jaya |
INDONESIA |
CID002696 |
Tin |
PT Cipta Persada Mulia |
INDONESIA |
CID002773 |
Tin |
Aurubis Beerse |
BELGIUM |
CID002774 |
Tin |
Aurubis Berango |
SPAIN |
CID002816 |
Tin |
PT Sukses Inti Makmur |
INDONESIA |
|
|
|
|
Company Identifier |
Conflict Mineral |
Company Name |
Country |
CID002835 |
Tin |
PT Menara Cipta Mulia |
INDONESIA |
CID003116 |
Tin |
Guangdong Hanhe Non-Ferrous Metal Co., Ltd. |
CHINA |
CID003190 |
Tin |
Chifeng Dajingzi Tin Industry Co., Ltd. |
CHINA |
CID003205 |
Tin |
PT Bangka Serumpun |
INDONESIA |
CID003325 |
Tin |
Tin Technology & Refining |
UNITED STATES OF AMERICA |
CID003381 |
Tin |
PT Rajawali Rimba Perkasa |
INDONESIA |
CID003387 |
Tin |
Luna Smelter, Ltd. |
RWANDA |
CID003449 |
Tin |
PT Mitra Sukses Globalindo |
INDONESIA |
CID003582 |
Tin |
Fabrica Auricchio Industria e Comercio Ltda. |
BRAZIL |
Tungsten Facilities:
|
|
|
|
Company Identifier |
Conflict Mineral |
Company Name |
Country |
CID000004 |
Tungsten |
A.L.M.T. Corp. |
JAPAN |
CID000105 |
Tungsten |
Kennametal Huntsville |
UNITED STATES OF AMERICA |
CID000218 |
Tungsten |
Guangdong Xianglu Tungsten Co., Ltd. |
CHINA |
CID000258 |
Tungsten |
Chongyi Zhangyuan Tungsten Co., Ltd. |
CHINA |
CID000568 |
Tungsten |
Global Tungsten & Powders Corp. |
UNITED STATES OF AMERICA |
CID000766 |
Tungsten |
Hunan Chenzhou Mining Co., Ltd. |
CHINA |
CID000825 |
Tungsten |
Japan New Metals Co., Ltd. |
JAPAN |
CID002044 |
Tungsten |
Wolfram Bergbau und Hutten AG |
AUSTRIA |
CID002082 |
Tungsten |
Xiamen Tungsten Co., Ltd. |
CHINA |
CID002315 |
Tungsten |
Ganzhou Jiangwu Ferrotungsten Co., Ltd. |
CHINA |
CID002316 |
Tungsten |
Jiangxi Yaosheng Tungsten Co., Ltd. |
CHINA |
CID002317 |
Tungsten |
Jiangxi Xinsheng Tungsten Industry Co., Ltd. |
CHINA |
CID002318 |
Tungsten |
Jiangxi Tonggu Non-ferrous Metallurgical & Chemical Co., Ltd. |
CHINA |
CID002319 |
Tungsten |
Malipo Haiyu Tungsten Co., Ltd. |
CHINA |
CID002320 |
Tungsten |
Xiamen Tungsten (H.C.) Co., Ltd. |
CHINA |
CID002321 |
Tungsten |
Jiangxi Gan Bei Tungsten Co., Ltd. |
CHINA |
CID002494 |
Tungsten |
Ganzhou Seadragon W & Mo Co., Ltd. |
CHINA |
CID002513 |
Tungsten |
Hunan Shizhuyuan Nonferrous Metals Co., Ltd. Chenzhou Tungsten Products Branch |
CHINA |
CID002541 |
Tungsten |
H.C. Starck Tungsten GmbH |
GERMANY |
CID002542 |
Tungsten |
TANIOBIS Smelting GmbH & Co. KG |
GERMANY |
CID002543 |
Tungsten |
Masan High-Tech Materials |
VIETNAM |
CID002551 |
Tungsten |
Jiangwu H.C. Starck Tungsten Products Co., Ltd. |
CHINA |
CID002589 |
Tungsten |
Niagara Refining LLC |
UNITED STATES OF AMERICA |
CID002645 |
Tungsten |
Ganzhou Haichuang Tungsten Co., Ltd. |
CHINA |
CID003407 |
Tungsten |
Lianyou Metals Co., Ltd. |
TAIWAN, PROVINCE OF CHINA |
Tantalum Facilities:
|
|
|
|
Company Identifier |
Conflict Mineral |
Company Name |
Country |
CID000460 |
Tantalum |
F&X Electro-Materials Ltd. |
CHINA |
CID000616 |
Tantalum |
XIMEI RESOURCES (GUANGDONG) LIMITED |
CHINA |
CID000914 |
Tantalum |
JiuJiang JinXin Nonferrous Metals Co., Ltd. |
CHINA |
CID000917 |
Tantalum |
JiuJiang Tanbre Co., Ltd. |
CHINA |
CID001163 |
Tantalum |
Metallurgical Products India Pvt., Ltd. |
INDIA |
CID001175 |
Tantalum |
Mineracao Taboca S.A. |
BRAZIL |
CID001192 |
Tantalum |
Mitsui Mining and Smelting Co., Ltd. |
JAPAN |
CID001200 |
Tantalum |
NPM Silmet AS |
ESTONIA |
CID001277 |
Tantalum |
Ningxia Orient Tantalum Industry Co., Ltd. |
CHINA |
CID001522 |
Tantalum |
Yanling Jincheng Tantalum & Niobium Co., Ltd. |
CHINA |
CID001869 |
Tantalum |
Taki Chemical Co., Ltd. |
JAPAN |
CID001891 |
Tantalum |
Telex Metals |
UNITED STATES OF AMERICA |
CID001969 |
Tantalum |
Ulba Metallurgical Plant JSC |
KAZAKHSTAN |
CID002492 |
Tantalum |
Hengyang King Xing Lifeng New Materials Co., Ltd. |
CHINA |
CID002504 |
Tantalum |
D Block Metals, LLC |
UNITED STATES OF AMERICA |
CID002505 |
Tantalum |
FIR Metals & Resource Ltd. |
CHINA |
CID002506 |
Tantalum |
Jiujiang Zhongao Tantalum & Niobium Co., Ltd. |
CHINA |
CID002539 |
Tantalum |
KEMET de Mexico |
MEXICO |
CID002544 |
Tantalum |
TANIOBIS Co., Ltd. |
THAILAND |
CID002545 |
Tantalum |
TANIOBIS GmbH |
GERMANY |
CID002548 |
Tantalum |
Materion Newton Inc. |
UNITED STATES OF AMERICA |
CID002549 |
Tantalum |
TANIOBIS Japan Co., Ltd. |
JAPAN |
CID002550 |
Tantalum |
TANIOBIS Smelting GmbH & Co. KG |
GERMANY |
CID002557 |
Tantalum |
Global Advanced Metals Boyertown |
UNITED STATES OF AMERICA |
CID002558 |
Tantalum |
Global Advanced Metals Aizu |
JAPAN |
CID002842 |
Tantalum |
Jiangxi Tuohong New Raw Material |
CHINA |
Gold Facilities:
|
|
|
|
Company Identifier |
Conflict Mineral |
Company Name |
Country |
CID000019 |
Gold |
Aida Chemical Industries Co., Ltd. |
JAPAN |
CID000035 |
Gold |
Agosi AG |
GERMANY |
CID000058 |
Gold |
AngloGold Ashanti Corrego do Sitio Mineracao |
BRAZIL |
CID000077 |
Gold |
Argor-Heraeus S.A. |
SWITZERLAND |
CID000082 |
Gold |
Asahi Pretec Corp. |
JAPAN |
CID000090 |
Gold |
Asaka Riken Co., Ltd. |
JAPAN |
CID000113 |
Gold |
Aurubis AG |
GERMANY |
CID000157 |
Gold |
Boliden AB |
SWEDEN |
CID000176 |
Gold |
C. Hafner GmbH + Co. KG |
GERMANY |
CID000233 |
Gold |
Chimet S.p.A. |
ITALY |
CID000401 |
Gold |
Dowa |
JAPAN |
|
|
|
|
Company Identifier |
Conflict Mineral |
Company Name |
Country |
CID000425 |
Gold |
Eco-System Recycling Co., Ltd. East Plant |
JAPAN |
CID000694 |
Gold |
Heimerle + Meule GmbH |
GERMANY |
CID000707 |
Gold |
Heraeus Metals Hong Kong Ltd. |
CHINA |
CID000711 |
Gold |
Heraeus Germany GmbH Co. KG |
GERMANY |
CID000807 |
Gold |
Ishifuku Metal Industry Co., Ltd. |
JAPAN |
CID000814 |
Gold |
Istanbul Gold Refinery |
TURKEY |
CID000920 |
Gold |
Asahi Refining USA Inc. |
UNITED STATES OF AMERICA |
CID000924 |
Gold |
Asahi Refining Canada Ltd. |
CANADA |
CID000937 |
Gold |
JX Nippon Mining & Metals Co., Ltd. |
JAPAN |
CID000969 |
Gold |
Kennecott Utah Copper LLC |
UNITED STATES OF AMERICA |
CID000981 |
Gold |
Kojima Chemicals Co., Ltd. |
JAPAN |
CID001078 |
Gold |
LS-NIKKO Copper Inc. |
KOREA, REPUBLIC OF |
CID001113 |
Gold |
Materion |
UNITED STATES OF AMERICA |
CID001119 |
Gold |
Matsuda Sangyo Co., Ltd. |
JAPAN |
CID001147 |
Gold |
Metalor Technologies (Suzhou) Ltd. |
CHINA |
CID001149 |
Gold |
Metalor Technologies (Hong Kong) Ltd. |
CHINA |
CID001152 |
Gold |
Metalor Technologies (Singapore) Pte., Ltd. |
SINGAPORE |
CID001153 |
Gold |
Metalor Technologies S.A. |
SWITZERLAND |
CID001157 |
Gold |
Metalor USA Refining Corporation |
UNITED STATES OF AMERICA |
CID001161 |
Gold |
Metalurgica Met-Mex Penoles S.A. De C.V. |
MEXICO |
CID001188 |
Gold |
Mitsubishi Materials Corporation |
JAPAN |
CID001193 |
Gold |
Mitsui Mining and Smelting Co., Ltd. |
JAPAN |
CID001259 |
Gold |
Nihon Material Co., Ltd. |
JAPAN |
CID001352 |
Gold |
MKS PAMP SA |
SWITZERLAND |
CID001512 |
Gold |
Rand Refinery (Pty) Ltd. |
SOUTH AFRICA |
CID001534 |
Gold |
Royal Canadian Mint |
CANADA |
CID001585 |
Gold |
SEMPSA Joyeria Plateria S.A. |
SPAIN |
CID001622 |
Gold |
Shandong Zhaojin Gold & Silver Refinery Co., Ltd. |
CHINA |
CID001761 |
Gold |
Solar Applied Materials Technology Corp. |
TAIWAN, PROVINCE OF CHINA |
CID001798 |
Gold |
Sumitomo Metal Mining Co., Ltd. |
JAPAN |
CID001875 |
Gold |
Tanaka Kikinzoku Kogyo K.K. |
JAPAN |
CID001938 |
Gold |
Tokuriki Honten Co., Ltd. |
JAPAN |
CID001980 |
Gold |
Umicore S.A. Business Unit Precious Metals Refining |
BELGIUM |
CID001993 |
Gold |
United Precious Metal Refining, Inc. |
UNITED STATES OF AMERICA |
CID002030 |
Gold |
Western Australian Mint (T/a The Perth Mint) |
AUSTRALIA |
CID002224 |
Gold |
Zhongyuan Gold Smelter of Zhongjin Gold Corporation |
CHINA |
CID002778 |
Gold |
WIELAND Edelmetalle GmbH |
GERMANY |
CID002779 |
Gold |
Ogussa Osterreichische Gold- und Silber-Scheideanstalt GmbH |
AUSTRIA |
Facilities Removed During Due Diligence:
|
|
|
|
Company Identifier |
Conflict Mineral |
Company Name |
Country |
CID000875 |
Tungsten |
Ganzhou Huaxing Tungsten Products Co., Ltd. |
CHINA |
CID002459 |
Gold |
Geib Refining Corporation |
UNITED STATES OF AMERICA |
CID002547 |
Tantalum |
H.C. Starck Hermsdorf GmbH |
GERMANY |
CID002561 |
Gold |
Emirates Gold DMCC |
UNITED ARAB EMIRATES |
CID002830 |
Tungsten |
Xinfeng Huarui Tungsten & Molybdenum New Material Co., Ltd |
CHINA |
CID002834 |
Tin |
Thai Nguyen Mining and Metallurgy Co., Ltd. |
VIETNAM |
CID003379 |
Tin |
Ma’anshan Weitai Tin Co., Ltd. |
CHINA |
CID003401 |
Tungsten |
Fujian Ganmin RareMetal Co., Ltd. |
CHINA |
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