NEOPHOTONICS CORP : Change in Directors or Principal Officers, Other Events, Financial Statements and Exhibits (form 8-K)

NPTN

•Non-GAAP net income from operations for the fiscal year 2021;

•Free cash flow for the fiscal year 2021; and

•Completion of research and development product milestones in fiscal year 2021.

Elizabeth Eby, Senior Vice President, Finance and Chief Financial Officer

Dr. Raymond Cheung, Senior Vice President and Chief Operating Officer

Dr. Wupen Yuen, Senior Vice President, Chief Product Officer and General

ITEM 8.01 OTHER EVENTS.

Non-Employee Director Compensation Policy

On September 28, 2021, the Compensation Committee approved a change to the Company's non-employee director compensation policy. As updated, the policy provides the following compensation package for the Company's non-employee directors:

Additional retainer Nominating and Corporate Governance Committee chair

Additional retainer Nominating and Corporate Governance Committee member

Additional payment for Technical Advisory Board per regular meeting

2,500 (1)

(1) If meeting requires one day or more of travel, then amount paid will be $5,000.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

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