-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BbhO1Gh1DJfOEaYw/vWr45j7OCGItNAfNO/gGLGsvWTDbS0c+w/jwktf7xfGNg1r b1A8+w49B7HH4hW3AMSlkw== 0001102934-08-000030.txt : 20080403 0001102934-08-000030.hdr.sgml : 20080403 20080402201957 ACCESSION NUMBER: 0001102934-08-000030 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080402 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080403 DATE AS OF CHANGE: 20080402 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CABOT MICROELECTRONICS CORP CENTRAL INDEX KEY: 0001102934 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 364324765 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-30205 FILM NUMBER: 08735533 BUSINESS ADDRESS: STREET 1: 870 NORTH COMMONS DRIVE CITY: AURORA STATE: IL ZIP: 60504 BUSINESS PHONE: 6303755461 MAIL ADDRESS: STREET 1: 870 N COMMONS DR CITY: AURORA STATE: IL ZIP: 60504 8-K 1 cmc8kfiled040308.htm CMC 8-K FILED 04-03-08 cmc8kfiled040308.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

                                                                              


FORM 8-K


CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (date of earliest event reported):
April 2, 2008


Cabot Microelectronics Corporation
(Exact name of registrant as specified in its charter)

Delaware
 
000-30205
 
36-4324765
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification)

870 Commons Drive, Aurora, Illinois
 
60504
(Address of principal executive offices)
 
(Zip Code)

(630) 375-6631
(Registrant’s telephone number, including area code)

Not applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o  
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o  
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o  
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


 
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Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 2, 2008, Cabot Microelectronics Corporation (the “Company”) issued a press release entitled “Barbara A. Klein elected to Cabot Microelectronics’ Board of Directors,” a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference, announcing that Barbara A. Klein has been elected to the Company’s Board of Directors effective April 2, 2008.  Ms. Klein was elected as a Class III director with an initial term to expire at the Annual Meeting of Stockholders in 2009.  Ms. Klein has been appointed to serve on each of the Audit Committee and the Nominating and Corporate Governance Committee of the Board.  The Board of Directors has determined that Ms. Klein is an independent director as defined by relevant regulations.

Ms. Klein’s compensation and terms for her services as a director will be consistent with those of the Company’s other non-employee directors, as described in Exhibit 10.46 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on March 8, 2007.  Other than these, no arrangement or understanding exists between Ms. Klein and the Company, or to the Company’s knowledge, any other person or persons pursuant to which Ms. Klein was selected as a director.  Ms. Klein is not a party to any transaction with the Company that would require disclosure under Item 404(a) of Regulation S-K.

Dr. Albert Y.C. Yu has resigned from the Company’s Board of Directors effective April 2, 2008, due to personal reasons given his intention to restrict his travels, as previously announced by the Company.  Dr. Yu has served as a Director of the Company since 2005.


Item 9.01                      Financial Statements and Exhibits.


(c)
 
Exhibits
     
   
99.1           Press release, dated April 2, 2008, entitled “Barbara A. Klein Elected to Cabot Microelectronics’ Board of Directors.”



 
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SIGNATURE

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 hereunto duly authorized.

 
CABOT MICROELECTRONICS CORPORATION
     
     
Date: April 3, 2008
By:
/s/ WILLIAM S. JOHNSON
   
William S. Johnson
   
Vice President and Chief Financial Officer
   
[Principal Financial Officer]



 
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INDEX TO EXHIBITS

Exhibit
Number
 
 
Title
99.1
 
Press release, dated April 2, 2008, entitled “Barbara A. Klein Elected to Cabot Microelectronics’ Board of Directors.”
 
 
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EX-99.1 2 exhibit99_1.htm EXHIBIT 99.1 exhibit99_1.htm

Exhibit 99.1

PRESS RELEASE

                                             &# 160;                              Contact:
                                    Amy Ford
Director, Investor Relations
      Cabot Microelectronics Corporation
                                 (630) 499-2600


BARBARA A. KLEIN ELECTED TO
CABOT MICROELECTRONICS’ BOARD OF DIRECTORS

AURORA, Illinois – April 2, 2008 - Cabot Microelectronics Corporation (Nasdaq:  CCMP), the leading supplier of chemical mechanical planarization (CMP) polishing slurries to the semiconductor industry, is pleased to announce today the election of Barbara A. Klein to the Company’s Board of Directors.

Ms. Klein, 53, is the Senior Vice President and Chief Financial Officer of CDW Computer Centers, Inc., a FORTUNE 500 company and a leading provider of technology products and services for business, government and education.  She joined CDW’s management team in 2002, after having served as the vice president of finance and chief financial officer of Dean Foods Company and, before that, as the vice president and corporate controller for Ameritech Corporation.  Ms. Klein also serves on the Board of Directors of Corn Products International, Inc.  She received a B.S. in accounting and finance from Marquette University, and an M.B.A. from Loyola University.

"We are delighted to welcome Barb Klein to our Board of Directors and look forward to the extensive financial and consumer electronics experience she brings to us,” said William P. Noglows, Cabot Microelectronics’ Chairman and Chief Executive Officer.  “Barb’s financial and leadership background that she has developed over the past 25 years in a variety of businesses complements well our existing Board, and we look forward to her guidance and advice in the years to come.”

Ms. Klein was elected today by the Board of Directors of the Corporation with a term continuing until the Corporation’s annual meeting of stockholders to be held in 2009.  She also was appointed a member of each the Audit Committee and the Nominating and Corporate Governance Committee of the Board.  The Corporation’s Board of Directors has determined that Ms. Klein is an independent director as defined by relevant regulations.  The current size of the Corporation’s Board of Directors is eight.

Dr. Albert Y.C. Yu, who has been a director of the Corporation since 2005, resigned as of today, due to personal reasons given his intention to restrict his travels, as previously announced.   “We thank Albert Yu for his dedicated and valued service to Cabot Microelectronics, and wish him all the best in the future,” stated Mr. Noglows.

ABOUT CABOT MICROELECTRONICS CORPORATION
Cabot Microelectronics Corporation, headquartered in Aurora, Illinois, is the world's leading supplier of CMP slurries used in semiconductor and data storage manufacturing. The company's products play a critical role in the production of the most advanced semiconductor devices, enabling the manufacture of smaller, faster and more complex devices by its customers.  Since becoming an independent public company in 2000, the company has grown to approximately 780 employees on a global basis.  The company's vision is to become the world leader in shaping, enabling and enhancing the performance of surfaces, so the company is leveraging its expertise in CMP slurry formulation, materials and polishing techniques developed for the semiconductor industry and applying it to demanding surface modification applications in other industries where shaping, enabling and enhancing the performance of surfaces is critical to success. For more information about Cabot Microelectronics Corporation, visit www.cabotcmp.com or contact Amy Ford, Director of Investor Relations at (630) 499-2600.


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