<PAGE>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C.  20549

                            -------------------------

                                    FORM 10-Q
(Mark One)
    X           QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
   ---               OF THE SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended March 30, 1997

                                       OR

   ---          TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

             For the transition period from            to           
                                            ----------    ----------

                          Commission File Number 0-3698

                             SILICONIX INCORPORATED
             (Exact name of registrant as specified in its charter)

                Delaware                               94-1527868
      (State or other jurisdiction                  (I.R.S. Employer
            of incorporation                       Identification No.)
            or organization)

               2201 Laurelwood Road, Santa Clara, California 95054
                    (Address of principal executive offices)

        Registrant's telephone number including area code (408) 988-8000

     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

                                Yes  X     No   
                                    ---       ---
     Indicate the number of shares outstanding of each of the registrant's
classes of common stock:

     Common stock, $0.01 par value -- 9,959,680 outstanding shares as of 
May 14, 1997.


                                  Page 1 of 10


<PAGE>

                             SILICONIX INCORPORATED

                        TABLE OF CONTENTS TO FORM 10-Q


PART I.   FINANCIAL INFORMATION                                        Page No.

Item 1    Financial Statements

               Consolidated statements of operations for the
               three months ended March 30, 1997 and March 31, 1996        3 
               
               Consolidated balance sheets as
               of March 30, 1997 and December 31, 1996                     4

               Consolidated statements of cash flows
               for the three months ended March 30, 1997 and 
               March 31, 1996                                              5

               Notes to consolidated financial statements                  6

Item 2    Management's Discussion and Analysis of
          Financial Condition and Results of Operations                    7-8


PART II.  OTHER INFORMATION

Item 6    Exhibits and Reports on Form 8-K                                 9

          Signature                                                        10

                                  Page 2 of 10


<PAGE>

                                    PART I:

Item 1   FINANCIAL STATEMENTS


                             SILICONIX INCORPORATED

                      CONSOLIDATED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>

---------------------------------------------------------------------------------
                                                           Three Months Ended

                                                        March 30,      March 31,
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)                  1997           1996  
---------------------------------------------------------------------------------
<S>                                                     <C>            <C>
Net sales                                                $70,212        $70,061
Cost of sales                                             43,116         41,379
                                                      ---------------------------
Gross profit                                              27,096         28,682
Research and development                                   4,129          6,170
Selling, marketing, and administration                    13,909         14,424
                                                      ---------------------------
Operating income                                           9,058          8,088
Interest expense                                             589            590
Other income - net                                          (206)          (162)
                                                      ---------------------------
Income before taxes                                        8,675          7,660
Income taxes                                               1,735            841
                                                      ---------------------------
Net income                                                $6,940         $6,819
                                                      ---------------------------
                                                      ---------------------------

Net income per share                                       $0.70          $0.68
                                                      ---------------------------
                                                      ---------------------------


Shares used to compute earnings per share                  9,960          9,960
                                                      ---------------------------
                                                      ---------------------------

SELECTED STATEMENTS OF OPERATIONS RATIOS 
Gross margin                                                38.6%          40.9%
Research and development                                     5.9%           8.8%
Selling, marketing, and administration                      19.8%          20.6%
Net income                                                   9.9%           9.7%

Effective tax rate                                          20.0%          11.0%


</TABLE>

See accompanying notes to consolidated financial statements.


                                  Page 3 of 10


<PAGE>
                              SILICONIX INCORPORATED

                            CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>

-----------------------------------------------------------------------------------

                                                        March 30,     December 31,
(IN THOUSANDS)                                            1997           1996 
-----------------------------------------------------------------------------------
Assets
-----------------------------------------------------------------------------------
<S>                                                    <C>            <C>
Current assets:
  Cash and equivalents                                    $4,799        $12,201
  Short term investment with affiliate                     7,181         12,136
  Accounts receivable, less allowances                    40,159         37,044
  Accounts receivable from affiliates                     14,652         14,802
  Inventories                                             31,305         30,162
  Other current assets                                    10,372          8,044
  Deferred income taxes                                    5,314          5,314
                                                     ------------------------------
    Total current assets                                 113,782        119,703
                                                     ------------------------------

Property, plant, and equipment, at cost:
  Land                                                     1,174          1,183
  Buildings and improvements                              43,216         42,672
  Machinery and equipment                                193,745        187,791
                                                     ------------------------------
                                                         238,135        231,646
  Accumulated depreciation                              (128,681)      (124,524)
                                                     ------------------------------
    Net property, plant, and equipment                   109,454        107,122
Other assets                                              13,454         11,844
                                                     ------------------------------
  Total assets                                          $236,690       $238,669
                                                     ------------------------------
                                                     ------------------------------

Liabilities and Shareholders' Equity
-----------------------------------------------------------------------------------
Current liabilities:
  Current portion of debt obligations                     $1,039        $ 1,041
  Accounts payable                                        21,826         26,286
  Accounts payable to affiliates                          10,883         11,115
  Accrued payroll and related compensation                10,019         13,614
  Accrued liabilities                                     28,730         29,418
                                                     ------------------------------
    Total current liabilities                             72,497         81,474

Long-term related party debt                              34,570         34,570
Long-term debt, less current portion                       4,985          4,859
Deferred income taxes                                      1,148          1,148
                                                     ------------------------------
    Total liabilities                                    113,200        122,051
                                                     ------------------------------

Shareholders' equity:
  Common stock                                               100            100
  Additional paid-in-capital                              59,452         59,440
  Retained earnings                                       64,475         57,535
  Accumulated translation adjustments                       (537)          (457)
                                                     ------------------------------
    Total shareholders' equity                           123,490        116,618
                                                     ------------------------------
    Total liabilities and shareholders' equity          $236,690       $238,669
                                                     ------------------------------
                                                     ------------------------------
</TABLE>

See accompanying notes to consolidated financial statements.

                                  Page 4 of 10

<PAGE>

                             SILICONIX INCORPORATED

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>

-------------------------------------------------------------------------------------------
                                                   Three Months Ended   Three Months Ended
                                                        March 30,            March 31,
(IN THOUSANDS)                                            1997                 1996   
-------------------------------------------------------------------------------------------
<S>                                                <C>                 <C>
Cash flows from operating activities:
Net income                                                $6,940              $6,819
Adjustments to reconcile net income to net                       
 cash provided by operating activities:                           
  Depreciation and amortization                            5,027               3,758
  Deferred income taxes                                        -                (200)
  Other non-cash expenses                                    124                 133
  Changes in operating assets and liabilities:                     
    Accounts receivable                                   (2,725)             (2,132)
    Accounts receivable from affiliates                      150                 932
    Inventories                                           (1,141)             (1,011)
    Other current assets                                  (2,619)             (4,394)
    Accounts payable                                      (4,497)             (2,836)
    Accounts payable to affiliates                          (232)              5,483
    Accrued liabilities                                   (4,351)             (5,365)
                                                   -----------------------------------------
Net cash provided (used) by operating activities          (3,324)              1,187
                                                   -----------------------------------------
                                                                                     
Cash flows from investing activities:                            
Purchase of property, plant, and equipment                (6,984)             (9,371)
Proceeds from sale of property, plant, and equipment           -                   4
Investment in joint venture                                    -              (2,053)
Purchase of other assets                                  (1,694)             (1,726)
Short term investment with affiliate                       4,955               9,595
                                                   -----------------------------------------
Net cash used by investing activities                     (3,723)             (3,551)
                                                   -----------------------------------------
Effect of exchange rate changes on
 cash and equivalents                                       (355)               (128)
                                                   -----------------------------------------
Net (decrease) in cash                                           
 and equivalents                                          (7,402)             (2,492)
Cash and equivalents:                                            
Beginning of period                                       12,201              10,513
                                                   -----------------------------------------
End of period                                             $4,799              $8,021
                                                   -----------------------------------------
                                                   -----------------------------------------
</TABLE>

See accompanying notes to consolidated financial statements.


                                  Page 5 of 10

<PAGE>

                              SILICONIX INCORPORATED

                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

NOTE 1.        BASIS OF PRESENTATION

     The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q and Article 10 of
Regulation S-X.  Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements.

     In the opinion of the management of the Company, the consolidated financial
statements appearing herein contain all adjustments (consisting only of normal
recurring accruals) necessary for a fair presentation of the results for, and as
of the end of, the periods indicated therein.  These statements should be read
in conjunction with the Company's December 31, 1996 consolidated financial
statements and notes thereto.  The results of operations for the first three
months of 1997 are not necessarily indicative of the results to be expected for
the full year.

NOTE 2.        INVENTORIES

     The components of inventory consist of the following:

                            March 30,   December 31,
                              1997          1996
                              ----          ----
                                (000s omitted)

     Finished goods        $   4,231     $   6,105
     Work-in-process          23,238        18,838
     Raw materials             3,836         5,219
                           ---------     ---------
                           $  31,305     $  30,162
                           ---------     ---------
                           ---------     ---------

NOTE 3.        CONTINGENCIES

     The Company is party to two environmental proceedings.  The first involves
property that the Company vacated in 1972. The California Regional Water Quality
Control Board (RWQCB) issued a cleanup and abatement order to both the Company
and the current owner of the property.  The Company subsequently reached a
settlement of this matter with the current owner in which the current owner
indemnifies the Company against any liability that may arise out of any
governmental agency actions brought for environmental cleanup of the site,
including liability arising out of the current cleanup and abatement order.  The
second proceeding involves the Company's current facility in Santa Clara. The
RWQCB issued a clean up and abatement order based on the discovery of
contamination of both the soil and the groundwater on the property by certain
chemical solvents. The Company is currently engaged in certain remedial action
and has accrued $750,000 for the estimated future costs related to this matter.

     In management's opinion, based on discussion with legal counsel and other
considerations, the ultimate resolution of the above-mentioned matters will not
have a material adverse effect on the Company's consolidated financial condition
or results of operations. 

     The Company is engaged in discussions with various parties regarding patent
licensing and cross patent licensing issues. In the opinion of management, the
outcome of these discussions will not have a material adverse effect on the
Company's consolidated financial condition or overall trends in the results of
operations.

NOTE 4.        SFAS NO. 128 "EARNINGS PER SHARE"

     The Financial Accounting Standards Board recently issued Statement of 
Financial Accounting Standards ("SFAS") No. 128, "Earnings Per Share". SFAS 
No. 128 requires the presentation of basic earnings per share ("EPS") and, 
for companies with complex capital structures, diluted EPS. SFAS No. 128 is 
effective for annual and interim periods ending after December 31, 1997. The 
Company expects that basic EPS will not differ materially from net income per 
share as presented in the accompanying consolidated financial statements.


                                  Page 6 of 10

<PAGE>

ITEM 2.   

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS


RESULTS OF OPERATIONS


     Siliconix designs, markets, and manufactures power and analog semiconductor
products. The Company focuses on technologies and products for the computer,
data storage, communications, and automotive markets.

     Revenues in the first quarter of 1997 increased slightly to $70.2 
million, compared with $70.1 million in the first quarter of 1996.  Sales of 
power MOSFETs grew by 3%, fueled by products used in the telecommunication 
and computing markets, increasing to 62% of total revenues in the first 
quarter of 1997, compared with 60% in the first quarter of 1996.  Sales in 
Europe and North America were up 13% and 6%, respectively, with revenues in 
Japan down 31% compared with the first quarter of 1996.  The revenue decrease 
in Japan is due to increased competition and continued average selling price 
degradation in the market, which was fueled by the appreciation of the yen 
against the dollar during the quarter. The Company has experienced strong 
bookings in Japan for the first quarter of 1997 and expects revenues in Japan 
for 1997 to equal or exceed 1996 levels. Revenues in Europe, North America, 
and Japan accounted for 31%, 33%, and 14%, respectively, of total revenues in 
the first quarter of 1997, compared with 28%, 32%, and 21%, respectively, in 
the first quarter of 1996.

     Gross profit for the first quarter of 1997 decreased to 39% from 41% in the
first quarter of 1996 and remained flat compared to the fourth quarter of 1996.
The decrease in gross profit is primarily due to average selling price
degradation and start-up costs related to the new leased fab facility in
Itzehoe, Germany.

     Research and development expenditures decreased 33% in the first quarter 
of 1997 to $4.1 million, compared to $6.1 million in the first quarter of 
1996. Compared to the fourth quarter of 1996, research and development 
expenditures decreased slightly by $0.5 million as the Company remains 
committed to the development of future products and continues to invest in 
power MOSFET and power IC technology and product development.  Planned 
research and development expenditures for 1997 are expected to be comparable 
to that of 1996.

     Selling, marketing, and administration expenses as a percentage of revenues
decreased from 21% in the first quarter of 1996 to 20% in the first quarter of
1997.  This decrease as a percentage of revenues is due to continuing economies
of scale and cost controls.

     Interest expense for the first quarter of 1997 remained flat at $0.6
million compared to the first quarter of 1996, as short-term market interest
rates have remained relatively flat over the past year.

     Other income, comprised mainly of interest income, remained flat at $0.2
million for the first quarter of 1997 compared with  the first quarter of 1996.


                              Page 7 of 10

<PAGE>

     Income tax expense increased in the first quarter of 1997 to  $1.7 
million, up $0.9 million over the first quarter of 1996, as a result of the 
utilization of net operating loss carryforwards at the end of 1996 and 
reduction of credit carryforwards.

     During its quarterly assessment of deferred income taxes, management kept
the valuation allowance on deferred income tax assets unchanged.  This decision
to maintain the net deferred income tax assets was based on management's belief
that, it is more likely than not, the Company will realize benefit from a
portion of its deferred income taxes. The primary positive factors assessed by
management in reaching its conclusion about the Company's ability to realize the
deferred income tax assets include positive earnings and continued increases in
gross profits for the past three years.

     The expectations for the future are that, even with the extremely volatile
environment in which the Company competes, operating income of the Company will
more than likely be sufficient to realize a portion of the deferred income tax
asset; however, due to certain factors beyond management's control, there can be
no assurance that sufficient taxable income will be generated in each of the
Company's taxing jurisdictions to realize recorded tax benefits. In addition,
there is no assurance that the Company will generate any earnings or any
specific level of continuing earnings in future years. 

     The primary negative factors assessed by management in reaching its
conclusion about the Company's ability to realize the net deferred income tax
asset are discussed in the section titled "Certain Factors" in the Management's
Discussion and Analysis of Financial Condition and Results of Operations section
of the Company's 1996 annual report on Form 10-K, which is incorporated herein
by reference.


LIQUIDITY AND CAPITAL RESOURCES

     
     Cash and equivalents decreased by $7.4 million and the short term
investment with affiliate decreased by $5.0 million from December 31, 1996 due
to large expenditures in the first quarter of 1997.  These included capital
expenditures, royalty payments, commissions, yearly management and employee
bonuses, the 401(k) company match, and profit sharing contributions.  Management
expects 1997 cash flows from operations to be sufficient to fund investments in
capital expenditures and research and development.

     Accounts receivable increased $3.1 million or 8% from December 31, 1996.
This increase is largely attributable to continuing strong sales in Europe
during the first quarter and due to the longer payment terms typically afforded
European customers.

     Capital expenditures were $7.0 million in the first quarter of 1997,
compared to $9.4 million in the first quarter of 1996. These related mostly to
additions for plant capacity expansion.  Capital spending in 1997, funded from
cash provided by operating activities, is expected to approximate the 1996
level.

     Current liabilities decreased $9.0 million or 11% from December 31, 1996. 
This decrease is mainly due to the payment of certain liabilities which are paid
only once a year, including annual management and employee bonuses, the 401(k)
company match, and profit sharing contributions.

SAFE HARBOR STATEMENT

     "Safe Harbor" Statement under the Private Securities Litigation Reform 
Act of 1995: With the exception of historical information, the matters 
discussed in this Form 10Q are forward-looking statements that involve risks 
and uncertainties including, but not limited to, economic conditions, product 
demand and industry capacity, competitive products and pricing, manufacturing 
efficiencies, new product development, availability of raw materials and 
critical manufacturing equipment, the regulatory and trade environment, and 
other risks indicated in filings with the Securities and Exchange Commission.


                                  Page 8 of 10

<PAGE>

                                     PART II



Item 6    Exhibits and Reports on Form 8-K

          (a)  The following Exhibits are filed herewith:

               10.11     Special Retention Bonus Plan of Siliconix incorporated

               10.12     Change-in-Control Severance Plan of Siliconix
                         incorporated

          (b)  No reports on Form 8-K were filed during the quarter ended 
               March 30, 1997


                                  Page 9 of 10

<PAGE>


                                   SIGNATURES


     Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                        SILICONIX INCORPORATED




Date: May 14, 1997                      By:  /s/Juergen F. Biehn
                                             -------------------
                                             Juergen F. Biehn
                                             Senior Vice President and
                                             Chief Financial Officer


                                  Page 10 of 10