0000902664-23-005171 SC 13G 2 20231020 20231020 SEMTECH CORP 0000088941 3674 952119684 DE 0128 SC 13G 34 005-20525 231337314 200 FLYNN ROAD CAMARILLO CA 93012-8790 8054982111 200 FLYNN ROAD CAMARILLO CA 93012-8790 Point72 Asset Management, L.P. 0001603466 465064661 DE 1231 SC 13G 72 CUMMINGS POINT ROAD STAMFORD CT 06902 203-890-2000 72 CUMMINGS POINT ROAD STAMFORD CT 06902 SC 13G 1 p23-2610sc13g.htm SEMTECH CORP SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Semtech Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 816850101 (CUSIP Number) October 19, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ¨ Rule 13d-1(b) ý Rule 13d-1(c) ¨ Rule 13d-1(d) (Page 1 of 9 Pages) ______________________________ *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 816850101 13G Page 2 of 9 Pages 1 NAME OF REPORTING PERSON Point72 Asset Management, L.P. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 5 SOLE VOTING POWER NUMBER OF 0 SHARES BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 4,430,279 shares of common stock EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON WITH 0 8 SHARED DISPOSITIVE POWER 4,430,279 shares of common stock 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,430,279 shares of common stock 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.9% 12 TYPE OF REPORTING PERSON PN CUSIP No. 816850101 13G Page 3 of 9 Pages 1 NAME OF REPORTING PERSON Point72 Capital Advisors, Inc. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 5 SOLE VOTING POWER NUMBER OF 0 SHARES BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 4,430,279 shares of common stock EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON WITH 0 8 SHARED DISPOSITIVE POWER 4,430,279 shares of common stock 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,430,279 shares of common stock 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.9% 12 TYPE OF REPORTING PERSON CO CUSIP No. 816850101 13G Page 4 of 9 Pages 1 NAME OF REPORTING PERSON Cubist Systematic Strategies, LLC 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 5 SOLE VOTING POWER 0 NUMBER OF SHARES 6 SHARED VOTING POWER BENEFICIALLY 227,157 shares of common stock (including 39,700 shares of OWNED BY common stock issuable upon exercise of options) EACH 7 SOLE DISPOSITIVE POWER REPORTING 0 PERSON WITH 8 SHARED DISPOSITIVE POWER 227,157 shares of common stock (including 39,700 shares of common stock issuable upon exercise of options) 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 227,157 shares of common stock (including 39,700 shares of common stock issuable upon exercise of options) 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN ¨ SHARES 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.4% 12 TYPE OF REPORTING PERSON OO CUSIP No. 816850101 13G Page 5 of 9 Pages 1 NAME OF REPORTING PERSON Point72 Asia (Singapore) Pte. Ltd. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Singapore 5 SOLE VOTING POWER NUMBER OF 0 SHARES BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 3,400 shares of common stock EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON WITH 0 8 SHARED DISPOSITIVE POWER 3,400 shares of common stock 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,400 shares of common stock 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN ¨ SHARES 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) <0.1% 12 TYPE OF REPORTING PERSON OO CUSIP No. 816850101 13G Page 6 of 9 Pages 1 NAME OF REPORTING PERSON Steven A. Cohen 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States 5 SOLE VOTING POWER 0 NUMBER OF SHARES 6 SHARED VOTING POWER BENEFICIALLY 4,660,836 shares of common stock (including 39,700 shares of OWNED BY common stock issuable upon exercise of options) EACH 7 SOLE DISPOSITIVE POWER REPORTING 0 PERSON WITH 8 SHARED DISPOSITIVE POWER 4,660,836 shares of common stock (including 39,700 shares of common stock issuable upon exercise of options) 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,660,836 shares of common stock (including 39,700 shares of common stock issuable upon exercise of options) 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN ¨ SHARES 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.3% 12 TYPE OF REPORTING PERSON IN CUSIP No. 816850101 13G Page 7 of 9 Pages Item 1(a). Name of Issuer. Semtech Corporation (the “Issuer”) Item 1(b). Address of Issuer's Principal Executive Offices. 200 Flynn Road, Camarillo, California 93012-8790 Item 2(a). Name of Person Filing. This statement is filed by: (i) Point72 Asset Management, L.P. (“Point72 Asset Management”) with respect to shares of common stock, par value $0.01 per share (“Shares”), of the Issuer held by Point72 Associates, LLC, an investment fund it manages (“Point72 Associates”); (ii) Point72 Capital Advisors, Inc. (“Point72 Capital Advisors Inc.”) with respect to Shares held by Point72 Associates; (iii) Cubist Systematic Strategies, LLC (“Cubist Systematic Strategies”) with respect to Shares held by (and underlying options held by) an investment fund it manages; (iv) Point72 Asia (Singapore) Pte. Ltd. (“Point72 Asia (Singapore)”) with respect to Shares by an investment fund it manages; and (v) Steven A. Cohen (“Mr. Cohen”) with respect to Shares beneficially owned by Point72 Asset Management, Point72 Capital Advisors Inc., Cubist Systematic Strategies, and Point72 Asia (Singapore). Point72 Asset Management, Point72 Capital Advisors Inc., Cubist Systematic Strategies, Point72 Asia (Singapore), and Mr. Cohen have entered into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G as Exhibit 99.1, pursuant to which they have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Act. Item 2(b). Address of Principal Business Office. The address of the principal business office of (i) Point72 Asset Management, Point72 Capital Advisors Inc., and Mr. Cohen is 72 Cummings Point Road, Stamford, CT 06902; (ii) Cubist Systematic Strategies is 55 Hudson Yards, New York, NY 10001; and (iii) Point72 Asia (Singapore) is 50 Collyer Quay, OUE Bayfront, #08-03, Singapore, 049321. Item 2(c). Place of Organization. Point72 Asset Management is a Delaware limited partnership. Point72 Capital Advisors Inc. is a Delaware corporation. Cubist Systematic Strategies is a Delaware limited liability company. Point72 Asia (Singapore) is a Singapore private company limited by shares. Mr. Cohen is a United States citizen. Item 2(d). Title of Class of Securities. Common Stock, par value $0.01 per share Item 2(e). CUSIP Number. 816850101 Item 3. If this Statement is Filed Pursuant to §§ 240.13d-1(b) or 240.13d-2(b), or (c), check whether the Person Filing is a: Not applicable. CUSIP No. 816850101 13G Page 8 of 9 Pages Item 4. Ownership. The information required by Items 4(a) – (c) is set forth in Rows (5) – (11) of the cover page for each Reporting Person hereto and is incorporated herein by reference for each Reporting Person. Such information is as of the close of business on October 19, 2023. Point72 Asset Management, Point72 Capital Advisors Inc., Cubist Systematic Strategies, Point72 Asia (Singapore), and Mr. Cohen own directly no Shares. Pursuant to an investment management agreement, Point72 Asset Management maintains investment and voting power with respect to the securities held by Point72 Associates. Point72 Capital Advisors Inc. is the general partner of Point72 Asset Management. Pursuant to an investment management agreement, Cubist Systematic Strategies maintains investment and voting power with respect to the securities held by an investment fund it manages. Pursuant to an investment management agreement, Point72 Asia (Singapore) maintains investment and voting power with respect to the securities held by an investment fund it manages Mr. Cohen controls each of Point72 Asset Management, Point72 Capital Advisors Inc., Cubist Systematic Strategies and Point72 Asia (Singapore). The filing of this statement should not be construed as an admission that any of the foregoing persons or any Reporting Person is, for the purposes of Section 13 of the Act, the beneficial owner of the Shares reported herein. Item 5. Ownership of Five Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the Reporting Person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following [ ]. Item 6. Ownership of More Than Five Percent on Behalf of Another Person. Point72 Associates has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, more than 5 percent of the outstanding Shares. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. Not applicable. Item 8. Identification and Classification of Members of the Group. Not applicable. Item 9. Notice of Dissolution of Group. Not applicable. Item 10. Certification. By signing below each Reporting Person certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. CUSIP No. 816850101 13G Page 9 of 9 Pages SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: October 20, 2023 POINT72 ASSET MANAGEMENT, L.P. By: /s/ Jason M. Colombo Name: Jason M. Colombo Title: Authorized Person POINT72 CAPITAL ADVISORS, INC. By: /s/ Jason M. Colombo Name: Jason M. Colombo Title: Authorized Person CUBIST SYSTEMATIC STRATEGIES, LLC By: /s/ Jason M. Colombo Name: Jason M. Colombo POIN72 ASIA (SINGAPORE) PTE. LTD. By: /s/ Jason M. Colombo Name: Jason M. Colombo STEVEN A. COHEN By: /s/ Jason M. Colombo Name: Jason M. Colombo Title: Authorized Person EX-99.1 2 p23-2610exhibit99.htm JOINT FILING AGREEMENT EXHIBIT 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate. Date: October 20, 2023 POINT72 ASSET MANAGEMENT, L.P. By: /s/ Jason M. Colombo Name: Jason M. Colombo Title: Authorized Person POINT72 CAPITAL ADVISORS, INC. By: /s/ Jason M. Colombo Name: Jason M. Colombo Title: Authorized Person CUBIST SYSTEMATIC STRATEGIES, LLC By: /s/ Jason M. Colombo Name: Jason M. Colombo POIN72 ASIA (SINGAPORE) PTE. LTD. By: /s/ Jason M. Colombo Name: Jason M. Colombo STEVEN A. COHEN By: /s/ Jason M. Colombo Name: Jason M. Colombo Title: Authorized Person