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Rubric Capital Management Issues Open Letter to Xperi Inc. Stockholders Regarding 2024 Annual Meeting Results

Rubric Capital Management LP (“Rubric”), an investment advisor whose managed funds and accounts collectively own approximately 9.0% of the outstanding shares of common stock of Xperi Inc. (NYSE: XPER) (“Xperi” or the “Company”), today issued the following open letter to Xperi’s stockholders regarding the preliminary results of the Company’s 2024 Annual Meeting of Stockholders (the “Annual Meeting”).

Dear Fellow Stockholders,

While we are disappointed by the results of the Annual Meeting, it is clear that a large number of Xperi stockholders voted to express their dissatisfaction with the performance of the Company. Indeed, with only slightly more than 50% of shares outstanding voting for the contested nominees, it is apparent this Board of Directors (the “Board”) no longer has a mandate to treat their positions as “lifestyle” appointments but will need to work to create value for stockholders with transparency and expediency.

Further, we are pleased that as a result of Rubric’s active engagement with the Company, the Board and management have made – or committed to making – several important changes with respect to Xperi’s capital allocation and strategy, Board composition and stockholder rights, including:

  • Initiating a strategic alternatives process for Perceive (with the prospect of returning any proceeds received to stockholders) – the conclusion of which is expected to occur by the end of summer 2024;
  • Expanding the Board with much needed new directors in 2024; and
  • Eliminating stockholder-unfriendly provisions, including supermajority voting requirements, in the Company’s Charter.

Additionally, the Board and management made a series of promises to stockholders regarding the Company’s performance and capital allocation over the course of our campaign, including:

  • Promising to achieve revenue of $500-$530 million and EBITDA margins of 12-14% in 2024;
  • Reaffirming the promise to hit their 3-5 year revenue and EBITDA margin guidance, including a revenue CAGR from 2022 of 12-15% and adjusted EBITDA margins of 25-30%; and
  • Promising to execute upon their newly announced stock repurchase plan, when appropriate (and we hope that with the stock down over approximately 19% year-to-date and currently trading close to all-time low prices, the appropriate time is imminent).

It is now incumbent upon the Company to follow through on these commitments. We hope that Xperi’s management team, Board and stockholders remember these promises when evaluating the performance of the Company over the next year. As noted by Institutional Shareholder Services Inc., “If the company stumbles in any of these areas, shareholders may be more receptive to an activist intervention at the next annual meeting.” Blaming “seasoning” for Xperi’s poor performance since its spin-off, while ignoring the poor performance of Xperi’s predecessor company under this same cast of characters’ stewardship, is a flimsy excuse that only works once. Rubric will be here to hold the Company to account.

Thank you for your support.


David Rosen

Managing Partner

Rubric Capital Management LP



Jonathan Gasthalter/Sam Fisher

Gasthalter & Co.

(212) 257-4170


Jason W. Alexander/Bruce H. Goldfarb

Okapi Partners LLC

(212) 297-0720

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