8-K/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

FORM 8-K/A
(Amendment No. 4)
 
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)  June 27, 2013

NVE Corporation
(Exact name of registrant as specified in its charter)

Minnesota	000-12196	41-1424202
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

11409 Valley View Road, Eden Prairie, Minnesota	55344
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (952) 829-9217

                                                                                                                                
(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):

[  ] 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))


Explanatory Note
     This Amendment No. 4 to Form 8-K is being filed to disclose an amendment to an agreement between us and Agilent Technologies, Inc.


Item 1.01 Entry into a Material Definitive Agreement

General Information
     Under an agreement dated September 27, 2001 between us and Agilent, Avago Technologies Trading Ltd. distributes versions of certain of our couplers under its brand. The Agreement was previously amended October 18, 2002, June 27, 2007, and June 27, 2010.

Description of the Terms of the Amendment
     Effective as of June 27, 2013 we executed Amendment No. 4 to the Agreement, which extends the Agreement term through June 27, 2016. The Amendment is filed as Exhibit 10.7 to this Current Report on Form 8-K/A.

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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.
 

Date  July 1, 2013 NVE CORPORATION
(Registrant)
 
/s/ CURT A. REYNDERS
Curt A. Reynders
Chief Financial Officer

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INDEX TO EXHIBITS

Exhibit #	Description
10.1+	Agreement between the company and Agilent Technologies, Inc. dated September 27, 2001 (incorporated by reference to our Quarterly Report on Form 10-QSB for the period ended September 30, 2001).
10.2	Amendment No. 1 dated October 18, 2002 to Agreement between the company and Agilent Technologies, Inc. (incorporated by reference to our Quarterly Report on Form 10-QSB for the period ended December 31, 2002).
10.3	Notification from Agilent Technologies of planned sale of Agilent’s Semiconductor Product Group (incorporated by reference to our Current Report on Form 8-K filed October 19, 2005).
10.4	Report of completion of the divestiture of Agilent’s Semiconductor Products business (incorporated by reference to our Current Report on Form 8-K/A filed December 6, 2005).
10.5+	Amendment No. 2 dated September 10, 2007 to Agreement between the company and Agilent Technologies, Inc. (incorporated by reference to our Current Report on Form 8-K/A filed September 10, 2007).
10.6	Amendment No. 3 dated June 27, 2010 to Agreement between the company and Agilent Technologies, Inc. (incorporated by reference to our Current Report on Form 8-K/A filed June 28, 2010).
10.7	Amendment No. 4 dated June 27, 2013 to Agreement between the company and Agilent Technologies, Inc. (filed with this Current Report on Form 8-K/A).

 
+Confidential portions of this exhibit were deleted and filed separately with the SEC under a request for confidential treatment pursuant to Rule 24b-2 or Rule 406.

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EX-99

Exhibit 10.7

AMENDMENT NO. 4 to OEM PURCHASE AGREEMENT

This Amendment No. 4 to OEM Purchase Agreement dated September 27, 2001 (“Original Agreement”) as amended October 18, 2002 (“Amendment No. 1”), June 27, 2007 (“Amendment No. 2”) and June 27, 2010 (“Amendment No. 3”) by and between NVE Corporation and Agilent Technologies, Inc. and subsequently assigned to Avago Technologies, Inc., is executed by and between NVE and Avago Technologies Trading Ltd. and is made effective as of June 27, 2013.

1. Term extension.
Section 1.3 of the Original Agreement is hereby amended in its entirety to read as follows:

This Agreement will commence as of the Effective Date and continue until June 27, 2016 unless terminated earlier under the terms of this Agreement. This Agreement may be terminated at the end of the initial Term or at the end of any subsequent renewal period if one party provides the other at least 60 days prior notice of its intent to terminate. Those provisions of this Agreement that logically would survive any termination or expiration of this Agreement shall survive such termination or expiration.

2. Assignment.
All rights, licenses, privileges, and obligations of Agilent Technologies, Inc., Avago Technologies, Inc., and their subsidiaries under the Original Agreement, Amendment No. 1, Amendment No. 2 and Amendment No. 3 are hereby assigned to Avago Technologies Trading Ltd. The assignee warrants that it has full right and authority to make such assignments.

IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 4 through the signatures of their duly authorized representatives.
 

Avago Technologies Trading Ltd.

By: /s/ GARY TAY 

Printed Name: GARY TAY THIAM SIEW 

Title: DIRECTOR OF ENGINEERING  NVE Corporation

By: /s/ CURT A. REYNDERS 

Printed Name: Curt A. Reynders 

Title:     CFO     

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