-----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, EqOkpWjw8IXLjDgeBytXWwgQ5YORzHvv0Q8d4RC9VA+uIykd0HG1fSZyjsehjcrM rej3PJmevjz1NRbSpvi9bA== 0001104659-09-059271.txt : 20091016 0001104659-09-059271.hdr.sgml : 20091016 20091016173012 ACCESSION NUMBER: 0001104659-09-059271 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20091012 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20091016 DATE AS OF CHANGE: 20091016 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VITESSE SEMICONDUCTOR CORP CENTRAL INDEX KEY: 0000880446 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 770138960 STATE OF INCORPORATION: DE FISCAL YEAR END: 0908 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-31614 FILM NUMBER: 091124200 BUSINESS ADDRESS: STREET 1: 741 CALLE PLANO CITY: CAMARILLO STATE: CA ZIP: 93012 BUSINESS PHONE: 8053883700 MAIL ADDRESS: STREET 1: 741 CALLE PLANO CITY: CAMARILLO STATE: CA ZIP: 93012 8-K/A 1 a09-31776_18ka.htm 8-K/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 


 

FORM 8-K/A

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): October 12, 2009

 

VITESSE SEMICONDUCTOR CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware

(State or other jurisdiction of incorporation)

 

1-31614

 

77-0138960

(Commission File Number)

 

(IRS Employer Identification No.)

 

 

 

741 Calle Plano, Camarillo, California

 

93012

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (805) 388-3700

 

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 (see General Instruction A.2. below):

 

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))

 

 

 



 

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

 

As previously disclosed in a Current Report on Form 8-K filed by Vitesse Semiconductor Corporation (the “Company”) with the Securities and Exchange Commission on February 26, 2009 (the “February Form 8-K”), Christopher Gardner, the Company’s Chief Executive Officer, agreed to a temporary 20% reduction in his base salary.  The February Form 8-K also disclosed agreements between the Company and Richard Yonker, the Company’s Chief Financial Officer, Martin Nuss, the Company Chief Technical Officer, and Michael Green, the Company’s Vice President, General Counsel and Secretary, for temporary 10% reductions in their base salaries.  These temporary salary reductions were agreed to as part of the Company’s expense reduction initiative and were contemporaneous with a temporary reduction of salaries for all employees through the end of fiscal year 2009, ended September 30, 2009.  On October 1, 2009, the salaries of the Company’s employees other than Mssrs. Gardner, Yonker, Nuss and Green were reinstated to the same levels as in effect prior to the reduction.

 

On October 12, 2009, the Compensation Committee of the Company’s Board of Directors reinstated the annual base salaries of Mssrs. Gardner, Yonker, Nuss and Green to the same level as in effect prior to the reduction.  Such reinstatement will be effective on a retroactive basis to October 1, 2009. Following the reinstatement, the annual base salary for each of the executive officers named above is set forth below:

 

Name and Position

 

Reinstated Annual Base Salary

 

Christopher Gardner, Chief Executive Officer

 

$

350,000

 

Richard Yonker, Chief Financial Officer

 

$

275,000

 

Martin Nuss, Chief Technical Officer

 

$

220,000

 

Michael Green, Vice President, General Counsel and Secretary

 

$

220,000

 

 

2



 

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: October 16, 2009

 

 

 

 

VITESSE SEMICONDUCTOR CORPORATION

 

 

 

 

 

By:  

/s/ Christopher Gardner

 

 

Christopher Gardner

 

 

Chief Executive Officer

 

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