Code of Conduct

WHO ARE WE?
 
1. WE ARE A CULTURE OF INTEGRITY AND ETHICS

Synaptics Incorporated and our worldwide subsidiaries have a strong commitment to high ethical, moral and legal principles in every aspect of our business. Our Code of Conduct provides our directors, officers, and employees the framework under which all of us uphold these principles. We have all read and will comply with our Code.

We follow the letter and spirit of the law. Our Code cannot cover every possible scenario we may face, so we rely on our good judgment, our high sense of professional integrity, and the guidance of our legal, finance, and HR teams to make the right decisions.

We expect our customers, partners, suppliers, and contractors to follow the principles in our Code.


2. WE COMPLY WITH THE LAW

We do not trade on inside information

We do not trade in the securities of Synaptics or any other company while in the possession of material nonpublic information about Synaptics or that other company. We comply with our Insider Trading Policy restrictions, including not trading during trading blackout periods and obtaining pre-clearance for trades if applicable. We ensure that our spouses, family members, brokers, and others acting on our behalf follow these restrictions, and we do not make recommendations to anyone about trading in our stock. We do not share material non-public information about Synaptics or any of our customers, suppliers and partners with anyone not authorized to receive it.

We do not engage in anticompetitive behavior

We seek competitive advantages through superior performance and better value rather than through unethical or illegal business practices. We only gather competitive information through public or permitted sources. We do not take unfair advantage of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of material facts, or any unfair business practice. We do not enter unlawful agreements with competitors, suppliers, customers, or partners to limit competition, to fix prices, to divide markets or customers, or to limit employee recruiting, hiring, or compensation, and we do not engage in any activities that would otherwise violate antitrust laws. We follow special rules of conduct to avoid antitrust violations when we participate in industry associations and standards bodies.

We do not make payments to government officials

We do not give anything of value, directly or indirectly, to domestic or foreign government officials or political candidates in order to obtain or retain business or receive some other benefit. We ensure that our agents and representatives comply with this same restriction. We are cautious and seek guidance from our legal team when dealing with government officials and state-owned entities. We ensure that any legitimate political contributions or political activities are not represented as made on behalf of the company or perceived as an attempt to influence government decisions in matters involving Synaptics. We do not engage in lobbying activities unless approved by our Chief Executive Officer.

We comply with international trade laws

We ensure that the development, manufacturing, marketing, and sale of our products and technologies comply with all applicable import and export control laws and regulations, including sanctions and embargoes.

We protect privacy

We protect the personal information of our current and former employees, job applicants, business partners, customers, suppliers, website visitors, and every other person who entrusts us with their personally identifiable information. We collect, process, use, and retain personal information only in compliance with applicable laws, and we use such information only for legitimate business purposes.

We make accurate disclosures

We make full, fair, accurate, timely, and understandable disclosures in the periodic reports that we file or submit to government agencies or otherwise release in public or internal communications. We bring to the attention of our Chief Executive Officer, our Chief Financial Officer, our General Counsel, or the Audit Committee of our Board of Directors any information that may affect our disclosures, including material information regarding our business, any evidence of fraud, and any information regarding violations of laws, rules, or regulations applicable to our company or business.

Key Policies

Insider Trading

✔ Insider Trading Policy

✔ Pre-Clearance Process for Directors and Officers

✔ Stock Ownership Policy for Directors and Section 16 Officers

Anticompetitive Behavior

✔ Indirect Procurement Policy

✔ Supplier and Vendor Code of Conduct

Payments to Government Officials

✔ Anti-Corruption and Anti-Bribery Policy

International Trade

✔ Export Compliance Policy

Privacy

✔ Biometric Data Policy

✔ Data Protection Compliance Program

✔ Privacy Policy for Employees, Workers and Contractors

✔ Website Privacy Policy

Disclosures

✔ Code of Ethics for the CEO and Senior Financial Officers

✔ Conflict Minerals and Cobalt Sourcing Policy

✔ Whistleblower Policy


3. WE ACT ETHICALLY

We select suppliers fairly

We require our suppliers to comply with international standards for corporate, social and environmental responsibility. We source our suppliers in a manner that is cost-effective, compliant with laws and regulations, accountable and auditable, and fair, ethical, and environmentally and socially responsible.

We engage in responsible gifts, travel, and entertainment

We comply with all laws, regulations, and internal policies regarding giving and receiving cash, gifts, and entertainment to and from customers, suppliers, partners, and any other person or entity dealing or desiring to deal with Synaptics, and we avoid even the appearance of impropriety in relation to giving or receiving gifts or entertainment. We travel responsibly, minimize our travel expenses, and submit our expense reports accurately and on a timely basis.

We avoid conflicts of interest

We make business decisions based on the best interests of the company. We avoid situations that could expose Synaptics to legal, financial, or reputational risk. We seek to avoid any conflict, any potential conflict, or the appearance of any conflict between the company’s business interests and our personal interests, activities, and relationships. We monitor our relationships and interactions to ensure that we avoid situations that could impair our objectivity or interfere with our duties.

Unless we have obtained permission from our General Counsel or Chief Financial Officer:
  • We do not solicit or receive any improper personal benefits as a result of our position with the company;
  • We do not accept loans or guarantees of obligations from the company or any of the company’s customers, suppliers, partners, or any other person or entity dealing or desiring to deal with the company;
  • We do not take any significant ownership or financial interest in any person or entity that does business with the company;
  • We do not enter any consulting, agent, or employment relationship with a customer, supplier, or competitor of the company;
  • We do not engage in any outside employment or business activity that detracts from our ability to devote appropriate time and attention to our responsibilities to the company;
  • We do not take for ourselves, personally, any opportunities that properly belong to the company or are discovered through our position or the use of company property or information;
  • We do not supervise, review, or have any influence on the job evaluations, pay, or benefits of any family member; and
  • We do not sell anything to the company or buy anything from the company except on the same terms and conditions available to all company directors, officers, and employees.

We recognize that all these restrictions apply to our family members. We apply our Code and meet our disclosure obligations with respect to our family members’ interests, activities, and relationships. If we are not sure, we ask.

Key Policies

Selecting Suppliers

✔ Indirect Procurement Policy

✔ Supplier and Vendor Code of Conduct

Gifts, Travel, and Entertainment

✔ Gift and Entertainment Policy

✔ Global Travel and Expense Policy

Conflicts of Interest

✔ Code of Ethics for the CEO and Senior Financial Officers

✔ Corporate Governance Guidelines


4. WE PROTECT OUR ASSETS

We keep accurate records

We create business records that are complete, timely, accurate, understandable, and not misleading. We reflect transactions properly in all financial statements, books, and records, and we provide accurate and complete supporting documentation. We comply with applicable accounting rules, principles, and standards, and with internal accounting, operational, and disclosure controls and procedures. We retain, protect, and dispose of our business records in accordance with sound business practices, our company policies, and applicable legal and regulatory requirements.

We only sign documents and contracts that we are authorized to sign. We know that e-mail and other electronic communications may be business records, so we keep all communications clear, accurate, respectful, and professional. We avoid exaggeration, derogatory language, and other inappropriate expressions that could be taken out of context or are in violation of company policy.

We protect our intellectual property and confidential information

We protect the intellectual property rights and confidential information of Synaptics to the fullest extent permitted by law and by the contracts we enter. We use our confidential information and trade secrets only for business purposes, and we disclose it only to those who are authorized and have a need to know. We inform our General Counsel of any suspected infringement of our intellectual property or any suspected unauthorized release or use of our confidential information. We safeguard the Synaptics brand and use Synaptics’ logos and trademarks only in accordance with company guidelines.

We respect and protect the intellectual property and confidential information of others

We use the intellectual property of others only after obtaining the proper permissions or legal rights. We store all third-party intellectual property and confidential information securely, and we only give access to those who are authorized and have a need to know. Before we accept confidential information from a third party, we ensure that we have a proper non-disclosure agreement in place. We do not use company networks, resources, or assets to acquire, share, or store copyrighted material that is not properly licensed.

We do not misuse our assets

We preserve company assets and follow applicable security and use procedures to protect Synaptics assets from theft, loss, waste, damage, and misuse. We use company assets only for the benefit of Synaptics and not for personal business or for improper personal gain. We do not use company assets for activities that are illegal, harmful, offensive, or that violate any company policy. We do not enter side letters or side agreements, and we clear all contracts through our legal and finance teams.

We understand that there is no right to privacy when using company assets and that the company may monitor our use of company assets, including incoming and outgoing communications.

Key Policies

Recordkeeping

✔ Code of Ethics for the CEO and Senior Financial Officers

✔ Legal Hold Policy

✔ Records Retention Policy

Protecting Intellectual Property

✔ Guide to Trade Secrets

✔ Indirect Procurement Policy

✔ Information Security Policy

✔ Non-Disclosure Agreement Process Note

✔ Supplier and Vendor Code of Conduct

✔ Trademark and Logo Usage Guidelines

✔ Worldwide Employee Handbooks and Rules of Employment

Misuse of Assets

✔ IT Acceptable Use Policy


5. WE COMMUNICATE RESPONSIBLY

We are prudent in our external communications

We prepare public communications in compliance with our policies, standards, and procedures. We release information only through authorized team members and only in a way that properly protects Synaptics. We ensure that our public statements and disclosures are accurate, not misleading, and have no material omissions. We do not respond to inquiries from the media, investors, analysts, or other outside parties without approval from our Chief Executive Officer or Chief Financial Officer. We seek approval from our General Counsel or appropriate leadership before agreeing to speaking engagements or the submission of papers on behalf of the company. When we are not speaking as an authorized spokesperson of the company, we make clear that we are representing only our personal views.

We do not misuse social media

We do not use social media during work hours except for the benefit of the company. We disclose our relationship to the company when referencing Synaptics in social media. When we use internal or external social media, we do not use hateful, bigoted, defamatory, threatening, offensive, or obscene language. We understand that the company may monitor our use of social media and take action in the event of violations of law or company policies.

Key Policies

External Communications

✔ Insider Trading Policy

✔ Press Release Request Form

Social Media

✔ IT Acceptable Use Policy

✔ Social Media Guidelines

✔ Worldwide Employee Handbooks and Rules of Employment


6. WE RESPECT OTHERS

We do not harass or bully others

We foster an environment of mutual respect, honesty, and openness, where each employee is treated as a valid contributor. We do not tolerate any type of harassment or bullying of any individual for any reason. We do not tolerate actions, words, or gestures that are abusive or harmful to others, are intimidating, or create an offensive or hostile work environment. We do not tolerate threatening behavior of any kind, whether explicit or implicit, and we do not tolerate stalking, intimidation, physical altercations, acts of violence, or destruction of property.

We foster a safe work environment

We provide a safe, clean, and healthy workplace environment. We follow security and safety laws and procedures, we take appropriate measures to eliminate hazards that could cause accidents, and we report unsafe or unhealthy working conditions. We follow the directions of security and emergency response personnel. We do not come to work or conduct company business while under the influence of alcohol or any legal or illegal drug that impairs our ability to perform, and we do not possess on company property or while on company business any illegal drugs or any firearms, incendiary devices, or other weapons.

We respect human rights

We preserve and protect the fundamental human rights of others. We are committed to protecting the rights of women and minority groups, and we do not make use of any form of slaved, forced, bonded, indentured, child, prison, or forced labor of any kind, including the restriction on movement of workers and their access to basic liberties. We provide a fair and living wage to all employees. We recognize and respect the rights of our employees to be represented by trade unions and to bargain collectively. We expect our contractors, suppliers and vendors to also uphold these basic human rights and beliefs. We openly communicate and share grievances with the company without fear of reprisal, intimidation, harassment, or violence.

We believe that diversity is a key to our success

We celebrate the different cultures that the company unites across the globe, and we benefit from the collective contributions of people from many countries, religions, and ethnic backgrounds. We support all employees, regardless of gender, gender identity or expression, veteran status, race, ethnicity, or ability. We strongly believe in a workplace where diversity and equality are core values, and we treat everyone with respect, fairness, and dignity, regardless of position or level. When making hiring, compensation, and other employment decisions, we do not consider race, color, age, gender, sexual orientation, gender identity and expression, ethnicity or national origin, disability, pregnancy, religion, political affiliation, union membership, covered veteran status, protected genetic information, marital status, or any other protected characteristic.

We treat our contractors with respect

We source and retain our independent contractors in accordance with law and company policy, and we treat them with the same level of respect that we treat our own employees.

Key Policies

Anti-Harassment, Safe Work Environment, Human Rights, and Diversity

✔ Labor and Human Rights Policy

✔ Worldwide Employee Handbooks and Rules of Employment

Contractors

✔ Contingent Worker Policy


7. WE RESPECT OUR COMMUNITY

We strive to reduce our impact on the environment

We recognize the importance of protecting the environment for future generations and ensuring we all can attain a healthy and enriched life. We reduce our environmental footprint and prevent environmental pollution by complying with all applicable environmental laws and regulations and by continually improving our environmental management systems. We are committed to minimizing natural resource consumption, improving sustainability, reducing waste and increasing reuse and recycling programs, disposing of end-of-life products in an environmentally safe and responsible manner, educating ourselves and monitoring our performance, and developing and marketing products that are safe for their intended use, efficient in their use of energy, protective of the environment, and that can be reused, recycled or disposed of safely.

We source our suppliers responsibly

We require our suppliers to comply with internationally-recognized health and safety and environmental standards, including standards relating to the use and disposal of hazardous substances.

We positively influence our community

We take pride in our social responsibility to our communities. We support our local communities worldwide by engaging with groups and organizations that reflect our high regard for social responsibility, by participating in relief efforts and charitable causes and events, and by volunteering at organizations that improve our communities.

Key Policies

Environment

✔ Corporate Environmental Policy

Suppliers

✔ Conflict Minerals and Cobalt Sourcing Policy

✔ Supplier and Vendor Code of Conduct

✔ Supplier Environmental Conservation Program


8. WE REPORT COMPLIANCE AND ETHICS CONCERNS

We seek help

We talk to our legal team, finance team, HR team, or our managers if we have any questions about the best course of action in a particular situation. We keep an open door for our own subordinates to come to us with questions. We understand that our Code and Synaptics’ policies, standards, and procedures may change over time, so we take personal responsibility for keeping informed of the changes and staying in compliance. We take training on our Code and company policies when directed by our managers.

We ask our General Counsel if we believe that we need a waiver under this Code. We understand that the General Counsel will seek approval from the Board of Directors of the Company for any waiver requested by a director or senior executive officer.

We report misconduct

We report any observed or suspected illegal or unethical behavior and any perceived violations of laws, rules, regulations, or our Code to our General Counsel, our Chief Financial Officer, or anonymously through our whistleblower site or confidential hotline. We never make false accusations.

We cooperate with investigations

We understand that the company will undertake a prompt, consistent, and fair process of investigating and determining violations. We treat all investigations into misconduct as highly confidential, we discuss investigations only with people for whom our General Counsel has given us authorization, and we cooperate fully, openly, and honestly with internal and external investigators unless otherwise required by law. We never alter or destroy records related to ongoing or anticipated investigations or litigation.

We never retaliate

We understand that we may submit a good-faith concern regarding misconduct without fear of dismissal or retaliation of any kind, and we never retaliate against someone for making a report of misconduct in good faith, assisting in an investigation, or bringing a potential violation to the attention of company management.

We understand our rights

We have read and understand our Code and all Synaptics policies. We understand that the Company actively monitors and audits compliance with our Code. We understand that we may be subject to disciplinary action, including additional training, potential demotion, reassignment, suspension, or termination, and civil liability or criminal prosecution, for violations of our Code, any company policy, and any applicable law or regulation.

Key Policies

Reporting Misconduct and Cooperating with Investigations

✔ Legal Hold Policy

✔ Whistleblower Policy

Understanding our Rights

✔ Worldwide Employee Handbooks and Rules of Employment


Synaptics Incorporated Code of Conduct

Version 1, dated April 27, 2021

Administered by the Synaptics Incorporated Legal Team

E-mail: legal@synaptics.com

Tel.: 1-408-904-1100

Address: 1251 McKay Drive, San Jose, CA 95131 USA

Website: www.synaptics.com

 

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SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This website contains forward-looking statements that are subject to the safe harbors created under the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended. Forward-looking statements give our current expectations and projections relating to our financial condition, results of operations, plans, objectives, future performance and business, and can be identified by the fact that they do not relate strictly to historical or current facts. Such forward-looking statements may include words such as "expect," "anticipate," "intend," "believe," "estimate," "plan," "target," "strategy," "continue," "may," "will," "should," variations of such words, or other words and terms of similar meaning. All forward-looking statements reflect our best judgment and are based on several factors relating to our operations and business environment, all of which are difficult to predict and many of which are beyond our control. Such factors include, but are not limited to, the risks as identified in the "Risk Factors," "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Business" sections of our Annual Report on Form 10-K for our most recent fiscal year, and other risks as identified from time to time in our Securities and Exchange Commission reports. Forward-looking statements are based on information available to us on the date hereof, and we do not have, and expressly disclaim, any obligation to publicly release any updates or any changes in our expectations, or any change in events, conditions, or circumstances on which any forward-looking statement is based. Our actual results and the timing of certain events could differ materially from the forward-looking statements. These forward-looking statements do not reflect the potential impact of any mergers, acquisitions, or other business combinations that had not been completed as of the date of this filing.