-----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, HJ4LUcfLNeNCghIqEsIo/w7Z8VleJzFBNLZsmqEJj0a0ODHuHe9l+mySISi51WOD yk2mBPY1JWA1uGMm2CQ3Ig== 0000950134-07-005901.txt : 20070316 0000950134-07-005901.hdr.sgml : 20070316 20070316131734 ACCESSION NUMBER: 0000950134-07-005901 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20070314 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers FILED AS OF DATE: 20070316 DATE AS OF CHANGE: 20070316 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: 07699076 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 f28406e8vk.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) March 14, 2007
SOLECTRON CORPORATION
(Exact name of registrant as specified in charter)
         
Delaware   1-11098   94-2447045
 
         
(State or other jurisdiction
     of incorporation) 		  (Commission
File Number) 		  (IRS Employer
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)).
 
 

 

 

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 March 14, 2007, Solectron Corporation (the “Company”) and Paul Tufano, Interim President and Chief Executive Officer and Executive Vice President and Chief Financial Officer of the Company, entered into an Amended and Restated Executive Employment Agreement (the “Restated Agreement”).
Pursuant to the Restated Agreement, on March 14, 2007 and September 3, 2007, Mr. Tufano will be entitled to receive a discounted stock option grant under the Company’s 2002 Stock Plan for 125,000 shares and 750,000 shares, respectively, 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 Mr. Tufano’s employment is terminated by the Company without “cause” or he resigns for “good reason” (as such terms are defined in the Restated Agreement) prior to the Cliff Vesting Date.
In addition, the Company will make a contribution of $300,000 to Mr. Tufano’s Executive Deferred Compensation Plan account (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 Mr. Tufano’s account will vest on the Cliff Vesting Date, subject to full acceleration if Mr. Tufano’s employment is terminated without “cause” or he resigns for “good reason” (as such terms are defined in the Restated Agreement) prior to the Cliff Vesting Date.
The other terms of the Restated Agreement are the same as set forth in Mr. Tufano’s original Executive Employment Agreement as filed with the Securities and Exchange Commission on February 1, 2006 as an exhibit to a report on Form 8-K.

 

 

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 16, 2007  Solectron Corporation
 		  
  /s/ Todd DuChene    
  Todd DuChene   
  Executive Vice President, General Counsel and Secretary   
 

 

-----END PRIVACY-ENHANCED MESSAGE-----