-----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, DkFCnm0witEkRnsjFFoot8zGPTeOEu6ONzGDF/tPgkJSlxVSPT+8W+KIp2W8CS5v +khdlB6usDLSLhrPfERD5g== 0000950134-05-021932.txt : 20051118 0000950134-05-021932.hdr.sgml : 20051118 20051118165543 ACCESSION NUMBER: 0000950134-05-021932 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051115 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: 20051118 DATE AS OF CHANGE: 20051118 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GIGA TRONICS INC CENTRAL INDEX KEY: 0000719274 STANDARD INDUSTRIAL CLASSIFICATION: INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS [3825] IRS NUMBER: 942656341 STATE OF INCORPORATION: CA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-12719 FILM NUMBER: 051215772 BUSINESS ADDRESS: STREET 1: 4650 NORRIS CANYON ROAD CITY: SAN RAMONN STATE: CA ZIP: 94583 BUSINESS PHONE: 9253284650 MAIL ADDRESS: STREET 1: 4650 NORRIS CANYON ROAD CITY: SAN RAMON STATE: CA ZIP: 94583 8-K 1 f14685e8vk.htm FORM 8- K e8vk
 

 
 
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): November 15, 2005
Giga-tronics Incorporated
(Exact name of registrant as specified in its charter)
 
         
California   0-12719   94-2656341
         
(State or other jurisdiction
of incorporation)
  (Commission File No.)   (IRS Employer
Identification Number)
 
     
4650 Norris Canyon Road, San Ramon, CA   94583
     
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code: (925) 328-4650
N/A
(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 (see General Instruction A.2. below):
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))
 
 

 


 

Item 5.02     Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
(b)        On November 15, 2005, William E. Wilson resigned as a member of the Board of Directors of Giga-tronics Incorporated (the “Corporation”).
(c)(1)    On November 15, 2005, Giga-tronics Board of Directors appointed Garrett A. Garrettson as a member of the Board of Directors.
(2)        As a Director, he will receive the same Directors fees as any other board member and has no other arrangement with the company.
(3)        At this point in time he is not on any Committee of the Board of Directors.
(4)        Mr. Garrettson has no prior business relationship with the company and no family relationship with any officer of director of the company.
(5)      Garrett Garrettson is currently President of G. Garrettson Consulting LLC, providing management consulting to public and private companies. Until September 2004, Dr. Garrettson was President and CEO of Clairvoyante, a private company that develops and licenses critical technology to the flat panel display industry. From 1996 until 2002, he held the position of Chairman, and before that President & CEO, of Spectrian Corporation, a public company that developed, manufactured and sold wireless telecommunications infrastructure equipment and semiconductors. Before Spectrian he spent ten years in the data storage industry as President and CEO of Censtor Corporation, a Vice President at Seagate Technology and a Vice President at Control Data. He began his career as a Director at HP Laboratories after being an Assistant Professor of Physics, Naval Postgraduate School. He was educated at Stanford in Engineering Physics, receiving his PhD. In addition to being a Director of Giga-tronics, he is a Director of Catalyst Semiconductor, Iridex, and GSI Group.
Item 9.01.     Financial Statements and Exhibits
(c)     Exhibits:
An exhibit index has been attached to this report and is incorporated herein by reference.

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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.
         
Date: November 16, 2005  GIGA-TRONICS INCORPORATED
 
 
  By:   /s/ Mark H. Cosmez II    
    Mark H. Cosmez II   
    VP Finance, Chief Financial Officer and Secretary   

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Exhibit Index
     
Exhibit
Number
  Description
 
   
99.1
  Press release dated November 17, 2005, announcing appointment of Garrett A. Garrettson to Giga-tronics Board of Directors and resignation of William E. Wilson from Giga-tronics Board of Directors.

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EX-99.1 2 f14685exv99w1.htm EXHIBIT 99.1 exv99w1
 

Exhibit 99.1
     
NEWS RELEASE    
 
For Release on November 17, 2005
9:15 AM (ET)   (925) 328-4656
  Contact: Mark H. Cosmez II
Vice President, Finance/Chief Financial Officer
Giga-tronics Inc., Announces Appointment of New
Director; Resignation of Director
     San Ramon, CA — Giga-tronics, Incorporated (NASDAQ: GIGA) announced today the election of Garrett A. Garrettson to the Giga-tronics Board of Directors.
     Dr. Garrettson is currently President of G. Garrettson Consulting LLC, providing management consulting to public and private companies. Until September 2004, Dr. Garrettson was President and CEO of Clairvoyante, a private company that develops and licenses critical technology to the flat panel display industry. From 1996 until 2002, he held the position of Chairman, and before that President & CEO, of Spectrian Corporation, a public company that developed, manufactured and sold wireless telecommunications infrastructure equipment and semiconductors. Before Spectrian he spent ten years in the data storage industry as President and CEO of Censtor Corporation, a Vice President at Seagate Technology and a Vice President at Control Data. He began his career as a Director at HP Laboratories after being an Assistant Professor of Physics, Naval Postgraduate School. He was educated at Stanford in Engineering Physics, receiving his PhD. In addition to being a Director of Giga-tronics, he is a Director of Catalyst Semiconductor, Iridex, and GSI Group.
     George H. Bruns, Jr., Giga-tronics’ Chairman of the Board and Chief Executive Officer, said, “We are pleased to have an executive of Garrett’s caliber join Giga-tronics’ Board of Directors. With his breadth of experience in wireless telecommunications and the electronics industry, he will be a valuable addition to the Board of Directors.”
     Giga-tronics also announced today the resignation of William E. Wilson from the Company’s Board of Directors, effective November 15, 2005. Mr. Wilson was appointed to Giga-tronics’ Board of Directors in 1998. He had served as the President of Microsource, Inc. (a division of Giga-tronics, Inc.) from April 2001 to January 2004. Before joining Giga-tronics, Mr. Wilson was the Chairman and CEO of Microwave Technology Incorporated of Fremont, CA, a producer of microwave devices and amplifiers with broad application to the telecommunications and

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the test and measurement industries. Mr. Bruns said, “We will miss Bill Wilson’s valued participation in Giga-tronics and certainly wish him the very best in his retirement.”
     Giga-tronics produces instruments, subsystems and sophisticated microwave components that have broad applications in both defense electronics and wireless telecommunications.
     Giga-tronics is a publicly held Company, traded on the NASDAQ Capital Market under the symbol “GIGA”.

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