-----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, MN9HZWkKuMUhNb4N5HPO+Z6SCYdDBQUwMUPjmjfpjgTN1pg7qXWGuaaMDpHwRp0F tCH0/UHp2BuY+JIm/hUqGw== 0000950134-07-004676.txt : 20070302 0000950134-07-004676.hdr.sgml : 20070302 20070302143437 ACCESSION NUMBER: 0000950134-07-004676 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20070227 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers FILED AS OF DATE: 20070302 DATE AS OF CHANGE: 20070302 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOLECTRON CORP CENTRAL INDEX KEY: 0000835541 STANDARD INDUSTRIAL CLASSIFICATION: PRINTED CIRCUIT BOARDS [3672] IRS NUMBER: 942447045 STATE OF INCORPORATION: DE FISCAL YEAR END: 0825 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11098 FILM NUMBER: 07667169 BUSINESS ADDRESS: STREET 1: 847 GIBRALTAR DR CITY: MILPITAS STATE: CA ZIP: 95035 BUSINESS PHONE: 4089578500 MAIL ADDRESS: STREET 1: 847 GIBRALTAR DR CITY: MILPITAS STATE: CA ZIP: 95035 8-K 1 f27971e8vk.htm FORM 8-K e8vk
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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) February 27, 2007
SOLECTRON CORPORATION
(Exact name of registrant as specified in charter)
         
Delaware   1-11098   94-2447045
 
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)
     
847 Gibraltar Drive, Milpitas, California                                            95035
 
(Address of principal executive offices)                                           (Zip Code)
Registrant’s telephone number, including area code: (408) 957-8500
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:
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)).
 
 

 

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ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
SIGNATURES

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SECTION 5 – Corporate Governance and Management
ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On February 27, 2007 the Executive Resources and Management Compensation Committee (the “Committee”) of the Board of Directors of Solectron Corporation (the “Company”) approved retention arrangements for each of Douglas Britt, Todd DuChene, Craig London, Marty Neese, Kevin O’Connor and David Purvis.
Pursuant to the retention arrangement approved, on each of March 1, 2007 and September 3, 2007, each of the executive officers named above (the “Officers”) will be entitled to receive a discounted stock option grant under the Company’s 2002 Stock Plan for 300,000 shares of Company common stock, with an exercise price of $0.001 per share. These discounted options are deemed exercised and become shares of restricted stock on the date of grant, and the shares will vest on October 15, 2008 (the “Cliff Vesting Date”), subject to 100 percent vesting acceleration if such Officer’s employment is terminated by the Company without “cause” (as defined in such Officer’s existing Executive Employment Agreement as filed with the Securities and Exchange Commission on April 14, 2005 as an exhibit to Form 10-Q and on July 15, 2005 as an exhibit to Form 8-K) prior to the Cliff Vesting Date.
In addition, the Company will make a contribution of $150,000 to the Executive Deferred Compensation Plan accounts of each Officer (i) on or immediately after the date that the Company’s new CEO is announced (the “Announcement Date”) and (ii) on the date that is the one year anniversary of the Announcement Date. The amounts so contributed to an Officer will vest on the Cliff Vesting Date, subject to full acceleration if such Officer’s employment is terminated without “cause” (as defined in such officer’s Executive Employment Agreement) prior to the Cliff Vesting Date.
The retention arrangements described in this Report are in addition to the current compensation payable to each Officer and in addition to the Executive Employment Agreement currently in place with each Officer.

 

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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: March 2, 2007
  Solectron Corporation    
 
        
 
  /s/ Todd DuChene
 
Todd DuChene 		   
 
  Executive Vice President, General Counsel and Secretary    

 

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