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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): September 6, 2019

 

 

Nanometrics Incorporated

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-13470

94-2276314

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

1550 Buckeye Drive

Milpitas,California

 

95035

(Address of Principal Executive Offices)

 

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (408) 545-6000

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))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Stock, $0.001 par value per share

 

NANO

 

The Nasdaq Stock Market LLC (Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

 

 

 

 


 

 

 

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

 

On September 6, 2019, Nanometrics Incorporated (“Nanometrics”) and Greg Swyt, Nanometrics’ Vice President, Finance and Principal Financial and Accounting Officer, entered into a Retention Bonus Agreement pursuant to which Mr. Swyt will receive a retention bonus in the amount of $75,000 in the event that Mr. Swyt remains employed by Nanometrics, Rudolph Technologies, Inc. (“Rudolph”) or any direct or indirect subsidiary of either entity through the completion of the proposed merger between Nanometrics and Rudolph and through June 1, 2020.

 

The description of the Retention Bonus Agreement is not complete, and is qualified by reference to the Retention Bonus Agreement, which is attached as Exhibit 10.1 to this Form 8-K.

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibit No.

Description

10.1

Retention Bonus Agreement, dated September 6, 2019, between Nanometrics Incorporated and Greg Swyt.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

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.

Nanometrics Incorporated

 

Dated:

September 6, 2019

By:

/s/ Janet Taylor

 

 

 

Janet Taylor

 

 

 

General Counsel

 

 

 

 

 

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