8-K Item 5.02 and 9.01

0000319815-15-000051.txt : 20150514 0000319815-15-000051.hdr.sgml : 20150514 20150514160914 ACCESSION NUMBER: 0000319815-15-000051 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150513 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20150514 DATE AS OF CHANGE: 20150514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MAXWELL TECHNOLOGIES INC CENTRAL INDEX KEY: 0000319815 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 952390133 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15477 FILM NUMBER: 15862920 BUSINESS ADDRESS: STREET 1: 3888 CALLE FORTUNADA CITY: SAN DIEGO STATE: CA ZIP: 92123 BUSINESS PHONE: 858-503-3300 MAIL ADDRESS: STREET 1: 3888 CALLE FORTUNADA CITY: SAN DIEGO STATE: CA ZIP: 92123 FORMER COMPANY: FORMER CONFORMED NAME: MAXWELL LABORATORIES INC /DE/ DATE OF NAME CHANGE: 19920703 8-K 1 a8-kitem502and901.htm 8-K 8-K Item 5.02 and 9.01

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): May 12, 2015

_____________________________________________________________

MAXWELL TECHNOLOGIES, INC.

(Exact Name of Registrant as Specified in its Charter)

_____________________________________________________________




Delaware	1-15477	95-2390133
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

3888 Calle Fortunada

San Diego, California 92123

(Addresses of principal executive offices, including zip code)

(858) 503-3300

(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 (see General Instruction A.2. below):



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

(d) On May 12, 2015, the Board of Directors (the “Board”) of Maxwell Technologies, Inc. (the “Company”) appointed Rick Bergman to serve as a director of the Company, effective immediately, and expects to name Mr. Bergman to the Compensation Committee of the Board.

The Company’s Certificate of Incorporation and Bylaws provide for its Board to be divided into three classes, with each class having a three-year term. Mr. Bergman will be a member of the third class of directors, with a term of office expiring at the Company’s annual meeting of stockholders expected to be held in 2017.

Mr. Bergman will participate in the Company’s standard compensation program for non-employee directors, as described in the Company’s proxy statement filed with the Securities and Exchange Commission on April 10, 2015. Mr. Bergman will also enter into the Company’s standard form of indemnification agreement.

The selection of Mr. Bergman to serve as a member of the Board was not pursuant to any arrangement or understanding with respect to any other person. In addition, there are no family relationships between Mr. Bergman and any director or other executive officer of the Company and there are no related persons transactions between the Company and Mr. Bergman reportable under Item 404(a) of Regulation S-K.

The Company issued a press release announcing the appointment of Mr. Bergman on May 14, 2015, a copy of which is attached to this report as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.


(d)	Exhibits




Exhibit No.		Description

99.1		Press release issued by Maxwell Technologies, Inc. on May 14, 2015

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.




	MAXWELL TECHNOLOGIES, INC.

	By:		/s/ Franz Fink
			Franz Fink, Ph.D.
			President and Chief Executive Officer

Date: May 14, 2015

EXHIBIT INDEX




Exhibit No.		Description

99.1		Press release issued by Maxwell Technologies, Inc. on May 14, 2015

EX-99.1 2 exhibit99151315.htm EXHIBIT 99.1 Exhibit 99.1 (5.14.15)

Exhibit 99.1

NEWS RELEASE

For Immediate Release

May 14, 2015

SYNAPTICS CEO RICK BERGMAN JOINS MAXWELL TECHNOLOGIES’ BOARD

SAN DIEGO, Calif. - Maxwell Technologies Inc. (Nasdaq: MXWL) announced today that Rick Bergman, President and CEO of Synaptics, Inc., a leading developer of human interface solutions for intelligent devices, has been appointed to Maxwell’s board of directors.

Bergman joined Synaptics in 2011, after serving in a series of senior executive positions with AMD, where he was Senior Vice President and General Manager of AMD’s Product Group from May 2009 to September 2011, and Senior Vice President and General Manager of AMD’s Graphics Product Group (GPG) from October 2006 to May 2009. Until AMD acquired ATI in 2006, Mr. Bergman was Senior Vice President and General Manager of ATI’s PC Group. Previously, he was Chief Operating Officer of S3 Graphics and before that he held other senior management positions in the technology industry after beginning his career with Texas Instruments and IBM. He holds a Bachelor of Science from the University of Michigan and a Master’s degree in business administration from the University of Colorado's Executive MBA program.

“We are delighted that Mr. Bergman has agreed to join Maxwell’s board,” said Mark Rossi, chairman of the board. “His extensive business experience and contacts in the technology industry will make him a valuable resource and sounding board as we continue to pursue new avenues for growth.”

Maxwell Technologies is a global leader in the development and manufacture of innovative, cost-effective energy storage and power delivery solutions. Our ultracapacitor products provide safe and reliable power solutions for applications in consumer and industrial electronics, transportation and telecommunications. Our CONDIS® high-voltage grading and coupling capacitors help to ensure the safety and reliability of electric utility infrastructure and other applications involving transport, distribution and measurement of high-voltage electrical energy. Our radiation-mitigated microelectronic products include power modules, memory modules and single board computers that incorporate powerful commercial silicon for superior performance and high reliability in aerospace applications. For more information, visit www.maxwell.com

Media & Investor Contact: Michael Sund +1 (858) 503-3233; msund@maxwell.com

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