0001104659-19-013420.txt : 20190307 0001104659-19-013420.hdr.sgml : 20190307 20190307172600 ACCESSION NUMBER: 0001104659-19-013420 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190305 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20190307 DATE AS OF CHANGE: 20190307 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FLEX LTD. CENTRAL INDEX KEY: 0000866374 STANDARD INDUSTRIAL CLASSIFICATION: PRINTED CIRCUIT BOARDS [3672] IRS NUMBER: 000000000 STATE OF INCORPORATION: U0 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23354 FILM NUMBER: 19666824 BUSINESS ADDRESS: STREET 1: 2 CHANGI SOUTH LANE CITY: SINGAPORE STATE: U0 ZIP: 486123 BUSINESS PHONE: (65) 6876-9899 MAIL ADDRESS: STREET 1: 2 CHANGI SOUTH LANE CITY: SINGAPORE STATE: U0 ZIP: 486123 FORMER COMPANY: FORMER CONFORMED NAME: FLEXTRONICS INTERNATIONAL LTD. DATE OF NAME CHANGE: 20060608 FORMER COMPANY: FORMER CONFORMED NAME: FLEXTRONICS INTERNATIONAL LTD DATE OF NAME CHANGE: 19940318 FORMER COMPANY: FORMER CONFORMED NAME: FLEX HOLDINGS PTE LTD DATE OF NAME CHANGE: 19940201 8-K 1 a19-6099_18k.htm 8-K

 

 

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 5, 2019

 

 

FLEX LTD.

(Exact Name of Registrant as Specified in Its Charter)

 

Singapore

 

0-23354

 

Not Applicable

(State or other jurisdiction of
incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

2 Changi South Lane, Singapore
(Address of principal executive offices)

 

486123

(Zip Code)

 

Registrant’s telephone number, including area code: (65) 6876-9899

 

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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

o

 

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.

o

 

 

 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

(e) Executive Compensation

 

On February 11, 2019, Flex Ltd. (the “Company”) announced the appointment of Revathi Advaithi as the Company’s Chief Executive Officer and a member of its Board of Directors.

 

In order to support the leadership transition, promote continuity and stability, and address retention value concerns, on March 5, 2019, the Company’s Board of Directors, upon the recommendation of its Compensation Committee, approved retention grants of restricted share units (the “RSUs”) to certain executive officers, including the Chief Financial Officer and other named executive officers.  The RSU grants to the Chief Financial Officer and each of the other named executive officers have grant date fair values of $2,500,000 and will vest and be payable, subject to the executive officer’s continued employment with the Company, on the second anniversary of the grant date.  The RSUs have accelerated vesting in the event of a termination of employment by the Company without cause or by the executive officer for good reason prior to the second anniversary of the date of grant.

 

The retention RSUs were granted pursuant to the terms and conditions of a Restricted Share Unit Agreement (the “RSU Agreement”).  A copy of the form of RSU Agreement will be filed as an exhibit to the Company’s Form 10-K for the fiscal year ended March 31, 2019.

 

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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.

 

 

 

FLEX LTD.

 

 

 

 

 

 

Date: March 7, 2019

By:

/s/ Christopher Collier

 

 

Name: Christopher Collier

 

 

Title:   Chief Financial Officer

 

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