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)
(Exact Name Of Registrant As Specified In Its Charter) |
(State or other Jurisdiction of Incorporation) | (Commission File No.) | (IRS Employer Identification No.) |
(Address of Principal Executive Offices, Including Zip Code)
(480 ) 792-7200
(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: | |
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 12b of the Act:
Title of each class | Trading Symbol | Name of Each Exchange on Which Registered | |||
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 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2)
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 January 2, 2020, the Compensation Committee (the “Committee”) of the Board of Directors of Microchip Technology Incorporated, a Delaware corporation (the “Company”), approved an additional form of Notice of Grant of Restricted Stock Units (TSR) (the “RSU Notice”), which includes provisions related to performance based vesting, for use under the Company’s 2004 Equity Incentive Plan. Restricted stock units (“RSUs”) granted using the RSU Notice will be earned based on the relative total shareholder return of the Company’s common stock compared to a peer group of twenty companies over a two-year period and will also be subject to time based vesting requirements. The RSU Notice is filed as Exhibit 10.1 hereto and is incorporated herein by reference. Also, on January 2, 2020, the Committee approved the following grants of RSUs to the Company’s executive officers using the RSU Notice:
Executive | Total Number of RSUs Granted | Number of RSUs Granted with Performance Based Vesting | ||
Steve Sanghi | 12,213 | 6,107 | ||
Ganesh Moorthy | 5,836 | 2,918 | ||
Steve Drehobl | 2,763 | 1,382 | ||
Mitch Little | 2,197 | 1,099 | ||
Rich Simoncic | 1,762 | 881 | ||
Eric Bjornholt | 2,020 | 1,010 | ||
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Item 9.01. Financial Statements and Exhibits.
(d) | Exhibits | |||||||||||
Incorporated by Reference | ||||||||||||
Exhibit Number | Exhibit Description | Form | File Number | Exhibit | Filing Date | Included Herewith | ||||||
10.1 | X | |||||||||||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||||||
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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.
Dated: January 7, 2020
Microchip Technology Incorporated | |
By: | /s/ J. Eric Bjornholt |
J. Eric Bjornholt | |
Senior Vice President and Chief Financial Officer | |
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