Financial Data and Key Metrics Changes - For Q4 2023, the company reported a net loss of $4 million, or $0.16 per diluted share, on net revenues of $5.4 million, compared to a net loss of $3 million, or $0.12 per diluted share, on net revenues of $8.7 million in Q4 2022 [38] - Gross margin was 55.9% in Q4 2023, down from 58.6% in the prior-year period, primarily due to lower revenue affecting fixed costs [39] - For the fiscal year 2023, the company reported a net loss of $16 million, or $0.65 per diluted share, on net revenues of $29.7 million, compared to a net loss of $16.4 million, or $0.67 per diluted share, on net revenues of $33.4 million in fiscal 2022 [41] Business Line Data and Key Metrics Changes - Sales to Nokia were $1.2 million, or 21.8% of net revenues, down from $2.0 million, or 23.1% in the same period a year ago [34] - Military/defense sales constituted 44.2% of fourth-quarter shipments, up from 22.3% in the comparable period a year ago [34] - SigmaQuad sales were 46.3% of fourth-quarter shipments, slightly down from 47.6% in Q4 2022 [34] Market Data and Key Metrics Changes - The company has sharpened its focus on applications with high revenue potential, such as synthetic aperture radar (SAR) and satellites, where it has a superior solution [11] - The company is actively exploring various options to create shareholder value and is committed to driving sustained growth and innovation [26] Company Strategy and Development Direction - The company is on track to complete the tape-out for Gemini-II by the second half of 2024, which is expected to provide significant enhancements over Gemini-I [14] - Future versions of the APU are expected to cater to larger markets, including edge applications and large language models (LLM) for natural language processing [20][16] - The company is improving its SearchiumAI SaaS platform to support its go-to-market strategy for search, aiming to develop partnerships with key players [13] Management's Comments on Operating Environment and Future Outlook - Management acknowledged setbacks and unforeseen delays with the APU but emphasized learning from these experiences to better approach target customers [10] - The company is optimistic about generating modest revenue from the search engine market in fiscal year 2024, driven by positive reception of its APU plug-in [13] - Management highlighted the transformative potential of large language models and the opportunities they present for future APU versions [16] Other Important Information - The company has added a new distributor for its Radiation Hard and Tolerant SRAM in the European market [4] - A recent contract with the Air and Space Force could be worth up to $1.25 million, with revenue recognized as milestones are achieved [33] Q&A Session Summary Question: Are all costs related to the tape-out and testing volume production for Gemini-II included in the current outlook? - Yes, most R&D spending is on Gemini-II, with a tape-out expected to cost about $2.5 million [48] Question: What applications are seeing traction with Gemini-II, specifically in ADAS and large language models? - ADAS is a target application, likely to be pursued with a partner, and the technology is applicable for large language models [50] Question: What is the timeline for the rad hard roadmap for the product mentioned in the EU? - The rad hard and rad-tolerant SRAMs are available today, with full radiation testing planned for the second half of the year [52] Question: Can you provide an update on the Elta SAR application? - The company has SAR demos available, but interactive features for loading custom data are still in development [85] Question: Any updates on scientific applications with universities? - The company is not focusing heavily on the university market due to larger revenue opportunities elsewhere, but there are two applications in genomics being explored [98]

[PART I — FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%20%E2%80%94%20FINANCIAL%20INFORMATION) [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) For the nine months ended December 31, 2022, the company reported a net loss and slight revenue decrease, with declining assets and equity, yet maintained a debt-free balance sheet [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of December 31, 2022, the company experienced a decrease in total assets, liabilities, and stockholders' equity compared to March 31, 2022, primarily driven by reduced cash and investments Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | Dec 31, 2022 | Mar 31, 2022 | Change | | :--- | :--- | :--- | :--- | | **Assets** | | | | | Cash and cash equivalents | $31,870 | $36,971 | ($5,101) | | Total current assets | $46,362 | $54,691 | ($8,329) | | Total assets | $64,148 | $76,422 | ($12,274) | | **Liabilities & Equity** | | | | | Total current liabilities | $7,144 | $8,861 | ($1,717) | | Total liabilities | $9,348 | $11,971 | ($2,623) | | Total stockholders' equity | $54,800 | $64,451 | ($9,651) | [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) For the third quarter of fiscal 2023, net revenues decreased, leading to a net loss, while for the nine-month period, net revenues were flat and the net loss narrowed Statement of Operations Summary (in thousands, except per share data) | Metric | Three Months Ended Dec 31, 2022 | Three Months Ended Dec 31, 2021 | Nine Months Ended Dec 31, 2022 | Nine Months Ended Dec 31, 2021 | | :--- | :--- | :--- | :--- | :--- | | Net revenues | $6,447 | $8,065 | $24,309 | $24,653 | | Gross profit | $3,706 | $4,462 | $14,673 | $13,421 | | Loss from operations | ($4,789) | ($4,532) | ($11,936) | ($13,410) | | Net loss | ($4,812) | ($4,581) | ($12,016) | ($13,357) | | Net loss per share (Basic & Diluted) | ($0.20) | ($0.19) | ($0.49) | ($0.55) | [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) For the nine months ended December 31, 2022, net cash used in operating activities increased, while investing activities provided significant cash due to investment maturities Cash Flow Summary for Nine Months Ended Dec 31 (in thousands) | Cash Flow Activity | 2022 | 2021 | | :--- | :--- | :--- | | Net cash used in operating activities | ($12,245) | ($9,942) | | Net cash provided by (used in) investing activities | $6,742 | ($320) | | Net cash provided by financing activities | $402 | $2,353 | | **Net decrease in cash and cash equivalents** | **($5,101)** | **($7,909)** | [Notes to Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes detail accounting policies, revenue recognition with SRAM products as the primary source and Nokia as a key customer, and disclose a goodwill impairment test and workforce reduction - The majority of revenue is derived from **SRAM products**, representing **97%** of total revenues for the nine months ended December 31, 2022[45](index=45&type=chunk) - **Nokia** is the largest customer, accounting for approximately **16%** of net revenues in the nine months ended December 31, 2022, down from 31% in the prior year period[46](index=46&type=chunk) - Due to a sustained decline in the company's stock price, a quantitative goodwill impairment assessment was performed as of December 1, 2022, which concluded there was **no impairment**[57](index=57&type=chunk)[59](index=59&type=chunk) - In November 2022, the company initiated cost reduction measures, including an approximate **15% reduction** in its global workforce, incurring **$0.3 million** in severance charges during the quarter[55](index=55&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=30&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial performance, highlighting a quarterly revenue decrease, improved gross margin, focus on new APU products, and a strong liquidity position despite operating losses [Overview](index=30&type=section&id=Overview) The company provides semiconductor memory solutions, focusing on SRAMs and new APU products, and has initiated cost reduction measures, including a workforce reduction, in response to macroeconomic challenges - The company's primary business is providing semiconductor memory solutions, including **Very Fast SRAMs** and new **APU products** for AI and HPC applications[86](index=86&type=chunk) - Business is negatively impacted by the military conflict in Ukraine, rising energy prices, worldwide inflation, rising interest rates, and the ongoing COVID-19 pandemic[89](index=89&type=chunk)[112](index=112&type=chunk) - In November 2022, the company announced cost reduction initiatives expected to save approximately **$7.0 million annually**, including a **15% workforce reduction**, to focus resources on APU technology[91](index=91&type=chunk) [Results of Operations](index=38&type=section&id=Results%20of%20Operations) Net revenues for Q3 FY23 decreased due to economic conditions, while the nine-month gross margin improved due to a favorable product mix, and R&D and SG&A expenses saw varied changes Key Operational Changes (YoY) | Metric | Three Months Ended Dec 31, 2022 | Nine Months Ended Dec 31, 2022 | | :--- | :--- | :--- | | Net Revenues | -20.1% | -1.4% | | Gross Profit | -16.9% | +9.3% | | Gross Margin | 57.5% (vs 55.3%) | 60.4% (vs 54.4%) | | R&D Expenses | -10.1% | +2.1% | | SG&A Expenses | +4.4% | -7.0% | - The increase in gross margin for the nine-month period was primarily due to a **favorable product mix**, including shipments of higher-margin radiation-hardened SRAMs[116](index=116&type=chunk) [Liquidity and Capital Resources](index=42&type=section&id=Liquidity%20and%20Capital%20Resources) As of December 31, 2022, the company had **$35.2 million** in cash and investments with no debt, and expects sufficient liquidity for the next 12 months despite increased cash used in operations - Principal sources of liquidity as of December 31, 2022, were cash, cash equivalents, and short-term investments totaling **$35.2 million**[123](index=123&type=chunk) - Net cash used in operating activities was **$12.2 million** for the nine months ended December 31, 2022, compared to $9.9 million for the same period in the prior year[124](index=124&type=chunk) - The company has a potential contingent consideration liability of **$1.9 million** related to the MikaMonu acquisition, payable through December 2025 based on revenue targets[131](index=131&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=46&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company reports minimal exposure to market risks, with low foreign currency exchange risk and immaterial interest rate risk due to its short-term investment portfolio - The company has relatively little exposure to currency exchange risks as most transactions are denominated in **U.S. dollars**[136](index=136&type=chunk) - Due to the short-term nature of its **$35.2 million** in investments, management believes there is no material exposure to changes in fair value from interest rate fluctuations[137](index=137&type=chunk) [Controls and Procedures](index=46&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were not effective as of December 31, 2022, due to an unremediated material weakness in internal control over financial reporting - Management concluded that disclosure controls and procedures were **not effective** as of December 31, 2022[139](index=139&type=chunk) - The ineffectiveness is due to an unremediated **material weakness** related to management's controls over the review of forecasts used for contingent consideration, intangible assets, and goodwill impairment testing[140](index=140&type=chunk) - A plan to remediate the material weakness is in process, which includes enhancing management's review controls over the forecasting process[141](index=141&type=chunk) [PART II — OTHER INFORMATION](index=48&type=section&id=PART%20II%20%E2%80%94%20OTHER%20INFORMATION) [Risk Factors](index=48&type=section&id=Item%201A.%20Risk%20Factors) The company outlines significant risks including unpredictable operating results, heavy reliance on Nokia, adverse macroeconomic impacts, challenges in new APU product development, dependence on single-source suppliers, and a material weakness in internal financial controls - Heavy reliance on its largest OEM customer, **Nokia**, which accounted for **16%** of net revenues in the nine months ended December 31, 2022[161](index=161&type=chunk) - The business is adversely affected by the military conflict in Ukraine, rising energy prices, worldwide inflation, and the ongoing COVID-19 pandemic[164](index=164&type=chunk) - An identified **material weakness** in internal control over financial reporting could impair the ability to produce timely and accurate financial statements[169](index=169&type=chunk) - Future success is substantially dependent on the successful introduction of new **in-place associative computing products**, which entails significant technological and market risks[176](index=176&type=chunk) - The company is dependent on **single-source suppliers** for key components, most significantly **TSMC** for wafers[177](index=177&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=85&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During the quarter ended December 31, 2022, the company did not repurchase any shares of its common stock under its authorized stock repurchase program - The company did not repurchase any of its shares under the authorized repurchase program during the quarter ended December 31, 2022[245](index=245&type=chunk) [Exhibits](index=85&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including CEO and CFO certifications and Inline XBRL financial data files - The report includes required CEO and CFO certifications pursuant to the Sarbanes-Oxley Act (Exhibits 31.1, 31.2, 32.1)[246](index=246&type=chunk) [Signatures](index=86&type=section&id=Signatures) The report is duly signed and authorized by the President, CEO, and Chairman, Lee-Lean Shu, and CFO Douglas M. Schirle, on February 14, 2023 - The Form 10-Q was signed on February 14, 2023, by the company's CEO and CFO[249](index=249&type=chunk)

GSI Technology, Inc. (NASDAQ:GSIT) Q3 2023 Earnings Conference Call January 26, 2023 4:30 PM ET Company Participants Lee-Lean Shu - Chairman, President and CEO Didier Lasserre - VP of Sales Douglas Schirle - CFO Conference Call Participants Operator Greetings, and welcome to GSI Technology Inc. Third Quarter Fiscal Year 2023 Results. [Operator Instructions] As a reminder this conference is being recorded. It is now my pleasure to introduce your host, Mr. Lee-Lean Shu, Chairman, President and Chief Executive ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33387 GSI Technology, Inc. (Exact name of registrant as specified in its charter) Delaware 77-0398779 1213 Elko Drive ...

Financial Data and Key Metrics Changes - Revenue for Q2 2023 increased by nearly 15% year-over-year to $9.0 million, aligning with the midpoint of guidance [3] - Gross margin rose by 900 basis points year-over-year to 62.6%, attributed to a favorable product mix [4][23] - Net loss narrowed to $3.2 million, compared to a net loss of $4.6 million in Q2 2022 [22][24] - Cash balance as of September 30, 2022, was $38.9 million, down from $44 million in March 2022 [26][27] Business Line Data and Key Metrics Changes - Sales to Nokia were $1.2 million, representing 13.6% of net revenues, down from 23.8% a year ago [19] - Military defense sales accounted for 22.4% of shipments, a decrease from 27.4% year-over-year [19] - SigmaQuad sales increased to 58.1% of shipments, up from 52.4% in the same period last year [19] Market Data and Key Metrics Changes - The company is focusing on two near-term markets: Synthetic Aperture Radar (SAR) and fast vector/neural search optimized for big data applications [5][10] - The SAR market is seen as attractive, with existing relationships with prospective targets [9] - The fast vector search product is currently being explored by about 12 users, primarily data scientists [10] Company Strategy and Development Direction - The company is prioritizing the development of SAR image processing acceleration systems and fast vector search products [5][10] - A successful proof of concept (POC) for SAR with Elta, a subsidiary of Israeli Aerospace Industries, has been completed, leading to potential future opportunities [6][18] - The company is also working on a compiler stack for APU applications, with a beta release expected by the end of the year [15] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in fulfilling existing orders and meeting demand for SRAM customers [20] - The company anticipates net revenues in the range of $6.3 million to $7.3 million for the upcoming third quarter, with a gross margin of approximately 53% to 55% [27] - Management acknowledged the challenges of transitioning from design to revenue generation for new products, emphasizing the need for time to establish market presence [60] Other Important Information - The company has no debt and reported stockholders' equity of $58.7 million as of September 30, 2022 [27] - Total operating expenses for Q2 2023 were $8.8 million, slightly up from $8.7 million in the prior year [23] Q&A Session Summary Question: Concerns about high R&D spending - Management is reviewing R&D costs and will provide updates in the next quarter [31][33] Question: Breakeven timeline - Management estimates breakeven could occur in a couple of years, depending on Rad-Hard and APU revenues [34] Question: Elta deal and revenue timeline - Initial revenue from Elta is expected in the first half of 2023, with ongoing outreach to other SAR clients [38][41] Question: SAR market potential - Management is optimistic about addressing a significant portion of the SAR market but will have more data in the next call [44] Question: Gemini-II performance improvements - Gemini-II is expected to drastically improve performance and reduce costs compared to Gemini-I [45] Question: Cash balance and share dilution - Management does not anticipate issuing more shares at this time [78]

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33387 GSI Technology, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorpor ...

| --- | --- | --- | --- | |-------|-------|-------|-------| | | | | | | | | | | Safe Harbor The statements contained in this presentation that are not purely historical are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding GSI Technology's expectations, beliefs, intentions, or strategies regarding the future. All forward-looking statements included in this presentation are based upon information available to GSI Te ...

Financial Data and Key Metrics Changes - GSI Technology reported a net loss of $4 million or $0.16 per diluted share on net revenues of $8.9 million for Q1 fiscal 2023, compared to a net loss of $4.2 million or $0.17 per diluted share on net revenues of $8.8 million in Q1 fiscal 2022 [24] - Gross margin improved to 60.2% in Q1 fiscal 2023 from 54.4% in the prior year quarter and 58.6% in the preceding quarter [25] - Total operating expenses increased to $9.3 million in Q1 fiscal 2023 from $9.1 million in Q1 fiscal 2022 [26] Business Line Data and Key Metrics Changes - Sales to Nokia were $1.3 million or 14.7% of net revenues in Q1 fiscal 2023, down from $3.8 million or 42% in the same period a year ago [20] - Military defense sales accounted for 22.3% of first quarter shipments, compared to 20.0% in the comparable period a year ago [20] - SigmaQuad sales were 44.8% of first quarter shipments, down from 63.6% in Q1 fiscal 2022 [20] Market Data and Key Metrics Changes - The company has moved the majority of its chip substrate suppliers out of China to mitigate potential COVID-related delays [21] - GSI is facing supply chain variances that could impact order fulfillment but remains optimistic about meeting demand for SRAM customers [22] Company Strategy and Development Direction - The company is focusing on growth opportunities from its APU business and plans to launch Searchium.ai, a SaaS platform, to cater to cloud-only customers [6][8] - GSI aims to build a meaningful pipeline for the APU and close new business for its technology, with a roadmap for the next generation of Gemini products on track [14][15] - The company is leveraging its military and defense business context to engage with new companies and expand its market reach [12] Management's Comments on Operating Environment and Future Outlook - Management expressed a sense of urgency to deliver on goals and create a market for the APU, indicating that fiscal year 2023 is seen as a turning point for the company [16] - The management acknowledged the challenges posed by supply chain constraints but remains confident in fulfilling existing orders [22] Other Important Information - The company had cash, cash equivalents, and short-term investments of $41.5 million as of June 30, 2022, down from $44 million at the end of the previous quarter [28] - Current expectations for Q2 fiscal 2023 are net revenues in the range of $8.5 million to $9.5 million with a gross margin of approximately 61% to 63% [29] Q&A Session Summary Question: Transition of Gemini-1 to Gemini-2 - Management confirmed that software migration from Gemini-1 to Gemini-2 is necessary but anticipates a smoother process due to the learning curve [34] Question: Roadmap for the Gemini Project - Management indicated that a comprehensive roadmap for the Gemini project is not currently available but will consider the suggestion [37] Question: Scalability for Elasticsearch - Management stated that they have sufficient hardware for alpha and beta customers but acknowledged potential lead time issues for larger orders [39] Question: Revenue Model for Elasticsearch - Management is still working on the revenue model for Elasticsearch and has not released any forecasts yet [40] Question: Benefits from the CHIPS Act - Management believes there will be indirect benefits from the CHIPS Act through increased funding to the industry and government projects [41] Question: Collaboration with Merage Institute - Management confirmed that the Merage Institute is facilitating valuable connections and potential POCs following their win in the MoSAIC challenge [44]

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2022 GSI Technology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 77-0398779 (IRS Employer Identification No.) 1213 Elko Drive or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EX ...

GSI Technology, Inc. (NASDAQ:GSIT) Q4 2022 Earnings Conference Call May 5, 2022 4:30 PM ET Company Participants Lee-Lean Shu - Chairman, President and Chief Executive Officer Douglas Schirle - Chief Financial Officer Didier Lasserre - Vice President, Sales Conference Call Participants Jeff Bernstein - Cowen James Poko - Private Investor Luke Gabeni - Private Investor Operator Ladies and gentlemen, thank you for standing by, and welcome to the GSI Technology’s Fourth Quarter and Fiscal 2022 Results Conferenc ...