8-K

 

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 5, 2005

Symbol Technologies, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

Delaware	1-9802	112308681
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
One Symbol Plaza, Holtsville, New York		11742
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: (631) 738-2400

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:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01. Entry into a Material Definitive Agreement.

On April 5, 2005, the Compensation Committee of the Board of Directors (the "Board") of the Registrant approved an increase to the base salary of Todd A. Abbott, Senior Vice President--Worldwide Operations. Effective April 11, 2005, Mr. Abbott's annual base salary is increased from $430,020 to $450,000. The base compensation levels for all of the Registrant's named executive officers are determined following a thorough review of the performance and responsibilities of each officer by the Chief Executive Officer and the Committee.

On April 11, 2005, the Registrant announced the appointment of Salvatore Iannuzzi, its former non-executive Chairman of the Board, to the position of Senior Vice President, Chief Administrative and Control Officer. The material terms of his employment are set forth in Item 5.02 below and are incorporated herein by reference.

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

Effective as of April 7, 2005, Mr. Iannuzzi resigned as Symbol’s non-executive Chairman of the Board of Directors. Effective as of April 11, 2005, he was appointed to the position of Senior Vice President, Chief Administrative and Control Officer, a newly created position. For 2005, Mr. Iannuzzi will receive a base salary of $450,000 and a signing bonus of $500,000, payable in equal quarterly installments. Mr. Iannuzzi will also be eligible to participate in the Registrant's senior executive bonus plan. Additionally, the Compensation Committee, at its next regularly scheduled meeting, will award Mr. Iannuzzi options to purchase 500,000 shares of the Registrant's common stock at an exercise price equal to the fair market value of the Registrant's common stock on the New York Stock Exchange on the date the options are granted (as determined by the Registrant's 2004 Equity Incentive Award Plan) and 100,000 shares of restricted stock. The Press Release announcing Mr. Iannuzzi's appointment and resign ation as independent non-executive Chairman of the Registrant's Board is attached hereto as Exhibit 99.1.

Item 8.01. Other Events.

On April 5, 2005, Edward R. Kozel and Melvin A. Yellin, current independent members of the Registrant's Board, were appointed to the Audit Committee of the Board to serve with the other independent members of the Board until such time as additional independent members of the Board are elected and appointed to the Audit Committee. Additionally, on April 5, 2005, the Board appointed Robert J. Chrenc as a member of the Compensation Committee of the Board.

On April 5, 2005, Mr. Iannuzzi submitted, and the Board accepted, his resignation from the Nominating and Corporate Governance Committee of the Board and Mr. Chrenc was appointed as a member and Chairman of the Nominating and Corporate Governance Committee. Effective as of April 7, 2005, Mr. Iannuzzi also resigned from the Audit Committee and Compensation Committee of the Board.

Effective as of April 7, 2005, Mr. Iannuzzi resigned as Symbol's non-executive Chairman of the Board and Mr. Chrenc was appointed as the new independent non-executi ve Chairman of the Board. On April 11, 2005, Mr. Iannuzzi joined Symbol as its Senior Vice President, Chief Administrative and Control Officer.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.

Number Description
-------- -----------------

99.1 Press Release, dated April 11, 2005

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.

	Symbol Technologies, Inc.
April 11, 2005	By:	Mark T. Greenquist
		Name: Mark T. Greenquist
		Title: Senior Vice President and Chief Financial Officer

Exhibit Index

Exhibit No.	Description
99.1	Press Release, dated April 11, 2005

EX-99.1

Exhibit 99.1

SYMBOL TECHNOLOGIES NAMES NON-EXECUTIVE CHAIRMAN
TO NEWLY CREATED SENIOR MANAGEMENT POSITION

Salvatore Iannuzzi Named Senior Vice President, Chief Administrative and Control Officer;
Current Director Robert Chrenc Named Non-Executive Chairman

HOLTSVILLE, N.Y.— APRIL 11, 2005 – Symbol Technologies, Inc. (NYSE:SBL) today announced that Salvatore Iannuzzi, 51, non-executive chairman of the board of directors, is joining the Symbol senior management team in the newly created position of senior vice president, chief administrative and control officer. Robert (Bob) Chrenc, current Board member and chairman of the Audit Committee, will succeed Iannuzzi as the new non-executive chairman. As Chief Administrative and Control Officer, Iannuzzi will be responsible for overseeing Symbol’s finance and accounting functions, as well as information technology. In addition, he will have broad responsibility for the Company’s administrative functions. He will report to Bill Nuti, Symbol president and chief executive officer.

This newly created role is being implemented to achieve world-class general and administrative performance across Symbol, including improvements in the Company’s productivity, cost structure, business support, financial controls and reporting.

“Sal is a great talent, and a man of unquestionable integrity. He brings a wealth of highly relevant experience that will further strengthen our leadership team,” said Nuti. “Having benefited from his contributions as chairman during the past year, I asked Sal to accept this new position because I know we will gain a tremendous amount from his involvement on a daily basis. Today, Symbol is a vastly different company from a management and corporate governance standpoint, and we look forward to further growth and realizing our Company’s true potential.”

“I have tremendous respect for Bill Nuti, his leadership team, and the ‘new’ Symbol Technologies,” said Iannuzzi. “Symbol has made great progress in strengthening its management team and delivering solid financial performance. At the same time, the Company has worked extremely hard to put the issues arising from past management behind it and improve its business controls, all while coming into full compliance with Sarbanes-Oxley 404. I am honored to join Bill and his team and look forward to helping Symbol make even further progress as the leading supplier of Enterprise Mobility products, systems and solutions.”

Iannuzzi will remain on the Board, but step down as non-executive chairman, as well as from his positions on the Nominating, Audit and Compensation Committees. As a result of the change, the Board will have two management directors, Nuti and Iannuzzi, and four independent directors, including Chrenc as an independent, non-executive chairman. The Board intends to add at least two additional independent directors, and is currently conducting a search for such directors.

“Given Bob’s strong contributions as chairman of the Audit Committee, I look forward to working with him as our new non-executive chairman,” Nuti said. “Symbol will continue to benefit from Bob’s nearly 30 years of experience with a major accounting firm and later experience as the executive vice president and chief financial officer of ACNielsen.”

In his career, Iannuzzi has held a variety of leadership positions in audit, finance and corporate administration. After six years as an auditor and supervisor at KPMG and two years as deputy general auditor at Bear Stearns, Iannuzzi joined Banker’s Trust, where, over nearly twenty years, he held a variety of senior leadership positions, including chief administrative officer, chief operating officer for Europe, chief operating officer for the Global Investment Bank, and chief control officer. In 2001, Iannuzzi joined CIBC, where for four years he served as chief administration officer with responsibility for all administration functions in the United States.

About Symbol Technologies
Symbol Technologies, Inc., The Enterprise Mobility Company^™, is a recognized worldwide leader in enterprise mobility, delivering products and solutions that capture, move and manage information in real time to and from the point of business activity. Symbol enterprise mobility solutions integrate advanced data capture products, radio frequency identification technology, mobile computing platforms, wireless infrastructure, mobility software and world-class services programs under the Symbol Enterprise Mobility Services brand. Symbol enterprise mobility products and solutions are proven to increase workforce productivity, reduce operating costs, drive operational efficiencies and realize competitive advantages for the world’s leading companies. More information is available at www.symbol.com.

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For media information:
Patricia Hall
Symbol Technologies, Inc.
631-738-5636
hallp@symbol.com

For financial information:
Nancy Tully
Symbol Technologies, Inc.
631-738-5050
tullyn@symbol.com