United States securities and exchange commission logo
November 7, 2023
Brian Millard
Chief Financial Officer
Universal Display Corporation
250 Phillips Boulevard
Ewing, New Jersey 08618
Re: Universal Display
Corporation
Form 10-K for the
Fiscal Year Ended December 31, 2022
Filed February 23,
2023
File No. 001-12031
Dear Brian Millard:
We have limited our review of your filing to the financial
statements and related
disclosures and have the following comments.
Please respond to this letter within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe a
comment applies to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to this letter, we may have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2022
Note 2. Summary of Significant Accounting Policies
Goodwill and Purchased Intangible Assets, page F-12
1. It appears that the
second step of your goodwill impairment test policy is not consistent
with the guidance
outlined in ASC 350-20-35-8 and ASC 350-20-55-25. Please advise us
if you have adopted ASU
2017-04 and, if not, how your historical accounting treatment
would have been
impacted had you appropriately applied such guidance.
Revenue Recognition and Deferred Revenue, page F-14
2. Your revenue
recognition policy disclosures indicate that technology license agreements
and material supply
agreements are combined as a single performance obligation and
recognized over the
contract term. We further note that you allocate the total contract
consideration under
these agreements to material sales and royalty and licensing fees on
the Consolidated
Statements of Income based on contract pricing. Please explain to us
your basis for
separating a single performance obligation into multiple line items on your
Brian Millard
Universal Display Corporation
November 7, 2023
Page 2
income statement and within your disaggregated revenue disclosures
under ASC 606-10-
50-5. In doing so, ensure you tell us and clarify your disclosures to
specify if you have
revenue arrangements that include just material sales or just
royalties and license fees.
Note 16. Stock-based Compensation, page F-25
3. You disclose that the fair value of restricted stock awards and units
to non-employees
is "equal to the market price at the end of the reporting period for
unvested non-employee
awards or upon the date of vesting for vested non-employee awards."
Citing the specific
accounting guidance, please tell us how your accounting treatment
complies with ASC
718.
In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.
Please contact Eiko Yaoita Pyles at 202-551-3587 or Andrew Blume at
202-551-3254
with any questions.
FirstName LastNameBrian Millard Sincerely,
Comapany NameUniversal Display Corporation
Division of
Corporation Finance
November 7, 2023 Page 2 Office of
Manufacturing
FirstName LastName