8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): March 9, 2015

TE CONNECTIVITY LTD.

(Exact Name of Registrant as Specified in its Charter)

Switzerland	98-0518048
(Jurisdiction of Incorporation)	(IRS Employer Identification Number)

001-33260

(Commission File Number)

Rheinstrasse 20

CH-8200 Schaffhausen
Switzerland

(Address of Principal Executive Offices, including Zip Code)

+41 (0)52 633 66 61

(Registrant’s Telephone Number, including Area Code)

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:

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

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

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

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

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

On March 10, 2015, TE Connectivity Ltd. (“the Company”) announced that Terrence Curtin, who is currently the Company’s Executive Vice President and President, Industrial Solutions, has been named the President of the Company, effective immediately.  In connection with his appointment, Mr. Curtin was awarded an approximate 24% increase in his base pay from $669,049 to $825,000, and an increase in his target bonus percentage pursuant to the Company’s annual bonus plan from 90% to 100% of base salary. In all other respects, the terms and conditions of Mr. Curtin’s employment will continue to be governed by the Employment Agreement dated as of December 20, 2013 between Mr. Curtin and Tyco Electronics Corporation, a subsidiary of the Company.  Mr. Curtin was also awarded a promotional grant consisting of (1) non-qualified stock options to purchase 20,250 common shares at an exercise price of $72.13 which vest in equal installments over four years starting on the first anniversary of the grant date and expire on March 8, 2025, (2) performance stock units (“PSUs”) to purchase 3,160 shares and (3) 2,100 restricted stock units which vest in equal installments over four years starting on the first anniversary of the grant date.  The PSUs granted provide Mr. Curtin the opportunity to earn shares of the Company’s stock based on the Company’s earnings per share (“EPS”) growth relative to the Standard & Poor’s 500 Non-Financial Companies Index over a three-year performance cycle which concludes at the end of Fiscal-Year 2017. In each year of the performance cycle, one-third of the PSUs granted (the “annual target amount”) can be earned based on the predetermined performance schedule. Annually, a minimum threshold must be achieved in order for any portion of the PSUs to be earned. Specifically, in any year that the Company’s EPS growth is within the 45th to 55th percentile of the index, the annual target amount will be reserved for delivery to Mr. Curtin following completion of the three-year performance cycle. If the Company’s results are higher, up to 200% of the annual target amount will be reserved for delivery. If results are lower, a smaller percentage will be reserved for delivery, and no PSUs will be reserved if the performance threshold has not been met. PSUs that have been reserved will vest at the end of the three-year performance cycle. Mr. Curtin also will receive dividend equivalent stock units commensurate with the portion of the PSUs that are reserved and vested.  The foregoing equity awards were granted under the terms of the Company’s 2007 Stock and Incentive Plan.

Prior to his appointment as President of the Company, Mr. Curtin served as Executive Vice President and President, Industrial Solutions of the Company from August 2012 to March 2015, and previously served as Executive Vice President and Chief Financial Officer from October 2006 through July 2012.  Background information on Mr. Curtin can be found in the Company’s proxy statement filed with the Securities and Exchange Commission on January 14, 2015.  A copy of the press release announcing Mr. Curtin’s promotion is attached as Exhibit 99.1 and is incorporated herein by reference.

In addition, on March 9, 2015 each of Joseph B. Donahue and Robert N. Shaddock were each awarded a special grant as follows.  Mr. Donahue’s equity grant consists of 14,030 restricted stock units which vest on September 29, 2017.  Mr. Shaddock’s equity grant consists of 21,040 restricted stock units which vest on September 28, 2018.  The foregoing equity awards were granted under the terms of the Company’s 2007 Stock and Incentive Plan.

Item 9.01.    Financial Statements and Exhibits.

(d)Exhibits

Exhibit Number	Description
99.1	Press Release dated March 10, 2015

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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 hereunto duly authorized.

	TE CONNECTIVITY LTD.
	(Registrant)
	By:	/s/ Harold G. Barksdale
		Harold G. Barksdale
		Corporate Secretary
Date: March 10, 2015

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EX-99.1

Exhibit 99.1

Terrence Curtin Named President of TE Connectivity

Kevin Rock Named President of Industrial Solutions

SCHAFFHAUSEN, Switzerland — March 10, 2015 — TE Connectivity Ltd. (NYSE: TEL), a world leader in connectivity, announced today that Terrence Curtin has been appointed to the newly created position of President of TE Connectivity, reporting to Tom Lynch, TE Connectivity Chairman and CEO. In this role, Mr. Curtin will have responsibility for all of the company’s Connectivity and Sensor businesses and Mergers & Acquisitions activities.

A 14-year veteran of the company, Mr. Curtin was most recently President of the company’s Industrial Solutions segment which includes TE’s Aerospace, Defense, Oil and Gas business; Energy business; and Industrial and Medical businesses. In fiscal year 2014, the Industrial Solutions segment reported sales of $3.3 billion, grew operating income 12 percent and made strategic acquisitions that increased the company’s leadership in harsh environment applications. Mr. Curtin was responsible for all aspects of strategy, sales and operations for the segment worldwide.

Prior to leading the Industrial Solutions segment, Mr. Curtin served as Executive Vice President and Chief Financial Officer of TE Connectivity. He played a critical role in establishing TE as an independent public company, focusing the portfolio and strengthening the company’s financial and operating performance.

Mr. Curtin has a Bachelor’s degree in Accounting from Albright College, Pennsylvania, U.S., and is a member of its Board of Trustees.

Kevin Rock will succeed Mr. Curtin as President of the Industrial Solutions segment. Most recently, Mr. Rock served as President of the company’s Aerospace, Defense, and Oil and Gas business. Under his leadership, Mr. Rock doubled the revenue of the business to over $1 billion, improved the operational execution of the business by expanding gross margin and led several strategic acquisitions, including DEUTSCH and Seacon Group.

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Joe Donahue, Executive Vice President and Chief Operating Officer, will continue to report to Mr. Lynch and lead the company’s Global Operations and TEOA business system, as well as oversee the divestiture of the company’s BNS business to CommScope. TE’s leaders in Finance, Legal, Marketing, Engineering, Information Technology, Human Resources and Customer Experience will also continue to report directly to Mr. Lynch.

“These are exciting times for our company. We are performing very well in an uncertain economy,” said Tom Lynch, TE Connectivity Chairman and CEO. “We are consistently executing our strategy and are well positioned to capitalize on the world’s increasing demand for connectivity. Our product portfolio is stronger than ever with an unmatched range of connectivity and sensor solutions that serve customers in just about every industry. An essential part of our strategy is to evolve our organization and leadership to meet the increasing demands of the global environment in which we operate.

“Terrence has been an important leader in our transformation as TE’s CFO and most recently, President of our Industrial Solutions segment. In his expanded role as President of TE, Terrence will focus on accelerating our performance across our harsh connectivity and sensor businesses, by leveraging synergies across the business.”

“I am honored by this vote of confidence from Tom and our Board of Directors, and appreciate the opportunity to continue to build upon the strategic pillars put in place with Tom’s leadership,” said Terrence Curtin, President of TE Connectivity. “We are a leader in the majority of the markets we serve, and we have built a talented and experienced team that is focused on strengthening our position in all markets. I look forward to working with our leaders to build on our success, maximize opportunities across the organization, deepen our position as the world leader in connectivity and sensor solutions and continue to accelerate the creation of shareholder value.”

ABOUT TE CONNECTIVITY

TE Connectivity (NYSE: TEL) is a $14 billion global technology leader. Our connectivity and sensor solutions are essential in today’s increasingly connected world. We collaborate with engineers to transform their concepts into creations — redefining what’s possible using intelligent, efficient and high-performing TE products and solutions proven in harsh environments. Our 80,000 people, including 7,500 design engineers, partner with customers in over 150 countries across a wide range of industries. We believe EVERY CONNECTION COUNTS — www.TE.com.

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Contacts:	Media Relations:	Investor Relations:
	Jane Crawford	Sujal Shah
	TE Connectivity	TE Connectivity
	610-893-9689	610-893-9790
	Jane.crawford@te.com	Sujal.Shah@te.com

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