-----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, QnAY1Hvp/8ZlgGpB4QKL/TYIOcG65982djK6fepQKLQyH+zWft7hLOpAHcuq/x74 Kw98M3jEnLyKvPVLK1zfSA== 0001104659-08-006227.txt : 20080201 0001104659-08-006227.hdr.sgml : 20080201 20080131203124 ACCESSION NUMBER: 0001104659-08-006227 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080128 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080201 DATE AS OF CHANGE: 20080131 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SANMINA-SCI CORP CENTRAL INDEX KEY: 0000897723 STANDARD INDUSTRIAL CLASSIFICATION: PRINTED CIRCUIT BOARDS [3672] IRS NUMBER: 770228183 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21272 FILM NUMBER: 08565879 BUSINESS ADDRESS: STREET 1: 2700 N FIRST ST CITY: SAN JOSE STATE: CA ZIP: 95134 BUSINESS PHONE: 4089643500 MAIL ADDRESS: STREET 1: 2700 N FIRST ST CITY: SAN JOSE STATE: CA ZIP: 95134 FORMER COMPANY: FORMER CONFORMED NAME: SANMINA CORP/DE DATE OF NAME CHANGE: 19930729 FORMER COMPANY: FORMER CONFORMED NAME: SANMINA HOLDINGS INC DATE OF NAME CHANGE: 19930223 8-K 1 a08-4264_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

 

January 28, 2008

Date of Report (Date of earliest event reported)

 

SANMINA-SCI CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware

 

000-21272

 

77-0228183

(State or other jurisdiction of
incorporation)

 

(Commission File Number)

 

(I.R.S. Employer Identification
No.)

 

2700 North First Street

San Jose, California 95134

(Address of principal executive offices)

 

(408) 964-3500

(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 (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.

 

On January 28, 2008, the Board of Directors of Sanmina-SCI Corporation (the “Company”) appointed John P. Goldsberry, 53, to serve as a member of the Board of Directors of the Company. The Board also appointed Mr. Goldsberry Chairman of the Audit Committee of the Board.

 

Mr. Goldsberry has served as Senior Vice President and Chief Financial Officer of Gateway, Inc., which designs, manufactures and markets desktop and notebook computers and servers (“PCs”), PC-related products and services, since August 2005.  Prior to that time, Mr. Goldsberry served as Senior Vice President, Operations, Customer Care and Information Technology from April 2005 to August 2005.  Mr. Goldsberry joined Gateway in March 2004 as Senior Vice President, Strategy and Business Development and also served as Chief Financial Officer of eMachines, Inc., a PC manufacturer acquired by Gateway, from January 2004 until March 2004. Prior to joining eMachines, Mr. Goldsberry was Chief Financial Officer at TrueSpectra, Inc. an imaging solutions company, from August 2000 until December 2003. Previously, Mr. Goldsberry held Chief Financial Officer positions at Calibre, Inc., a wireless technology company, Quality Semiconductor, Inc., a semiconductor company, DSP Group, Inc., a semiconductor company and The Good Guys, Inc., an electronics retailer, and has worked for Salomon Brothers and Morgan Stanley in a number of corporate finance positions.

 

Mr. Goldsberry shall be eligible to receive the standard compensation package for non-employee directors of the Company. In particular, Mr. Goldsberry will receive an annual Board retainer of $60,000, an annual retainer of $10,000 for service as a member of the Audit Committee and an additional annual retainer of $10,000 for serving as Chairman of the Audit Committee, provided that such amounts may be increased by one-third in the aggregate if Mr. Goldsberry elects to receive his entire retainer in the form of restricted stock awards. Mr. Goldsberry will also receive payments for attending meetings of the Board of Directors of $2,000, if attending in person, and $1,000, if attending telephonically, and fees of $1,500 per meeting for each Audit Committee meeting attended. Such per meeting fees may be eligible for deferral in accordance with the terms of the Sanmina-SCI Deferred Compensation Plan for Outside Directors.

 

In addition, Mr. Goldsberry shall be granted a stock option to purchase 10,000 shares of common stock and a restricted stock unit for 20,000 shares of common stock under our 1999 Stock Plan. Such options and restricted stock shall vest at the rate of  1/12 of such shares monthly from the date of grant.

 

The Company issued a press release regarding Mr. Goldsberry’s appointment, which is attached hereto as Exhibit 99.1.

 

 

2



 

Item 9.01                                           Financial Statements and Exhibits

 

(d) Exhibits.

 

The following exhibits are filed herewith:

 

Exhibit No.

 

Description

 

99.1

 

Press Release issued by Sanmina-SCI Corporation on January 29, 2008.

 

 

 

3



 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

SANMINA-SCI CORPORATION

 

 

 

 

 

 

 

By:

/s/ Michael R. Tyler 

 

 

Michael R. Tyler

 

 

Executive Vice President, 
General Counsel and Corporate Secretary

 

 

 

Date: January 31, 2008

 

 

 

 

4



 

EXHIBIT INDEX

 

Exhibit No.

 

Description

 

99.1

 

Press Release issued by Sanmina-SCI Corporation on January 29, 2008.

 

 

 

5


EX-99.1 2 a08-4264_1ex99d1.htm EX-99.1

 

Exhibit 99.1

 

FOR IMMEDIATE RELEASE

 

JOHN P. GOLDSBERRY APPOINTED TO SANMINA-SCI’S

BOARD OF DIRECTORS

 

SAN JOSE, CA (January 29, 2008) Sanmina-SCI Corporation (“the Company”) (NASDAQ NM: SANM) today announced it has appointed John P. Goldsberry to the Company’s Board of Directors effective January 28, 2008.  Goldsberry will serve as Chairman of the Audit Committee.  Goldsberry meets the requirements as defined by NASDAQ and Institutional Shareholder Services (ISS) as a financial expert and an independent director.

 

Goldsberry is a seasoned financial executive with broad industry experience in investment banking, corporate finance and computer and semiconductor manufacturing.  He has over 14 years of Chief Financial Officer experience with both public and private companies and is currently Chief Financial Officer and SVP-IT of Gateway, Inc. Goldsberry also held CFO positions with TrueSpectra, Calibre, Quality Semiconductor, DSP Group and the Good Guys and served in a variety of corporate finance positions at Salomon Brothers and Morgan Stanley.

 

Goldsberry earned a bachelor’s degree in Applied Mathematics and a Ph.D. in Business Economics from Harvard University.

 

“We are fortunate to have someone of John’s caliber join our Board of Directors. His financial expertise and insight will bring an additional perspective and significant value to the Board and the Audit Committee,” stated Jure Sola, Chairman and Chief Executive Officer of Sanmina-SCI Corporation.

 

About Sanmina-SCI
Sanmina-SCI Corporation (NASDAQ: SANM) is a leading electronics contract manufacturer serving the fastest-growing segments of the global electronics manufacturing services (EMS) market. Recognized as a technology leader, Sanmina-SCI provides end-to-end manufacturing solutions, delivering superior quality and support to large OEMs primarily in the communications, defense and aerospace, industrial and medical instrumentation, and computer technology and multimedia sectors. Sanmina-SCI has facilities strategically located in key regions throughout the world. Information about Sanmina-SCI is available at www.sanmina-sci.com.

 

Sanmina-SCI Safe Harbor Statement

The foregoing, including the discussion regarding the Company’s future prospects, contains certain forward-looking statements that involve risks and uncertainties, including uncertainties associated with economic conditions in the electronics industry, particularly in the principal industry sectors served by the Company, changes in customer requirements and in the volume of sales to principal customers, the ability of Sanmina-SCI to effectively assimilate acquired businesses and achieve the anticipated benefits of its acquisitions, and competition and technological change. The Company’s actual results of operations may differ significantly from those contemplated by such forward-looking statements as a result of these and other factors, including factors set forth in the Company’s fiscal year 2007 Annual Report on Form 10-K filed on November 28, 2007, and the other reports, including quarterly reports on Form 10-Q and current reports on Form 8-K, that the Company files with the Securities Exchange Commission.

 

Contact:  Paige Bombino, Investor Relations (408) 964-3610

 

 


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