-----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, KPSvzqSHIkSxQVudmSu6Sx9jCJJCMZHpnOV7Ln/AV2m6xe6Ci/MrqsjulnnLgmnu mcd12Yco7yMYsESjfeeetw== 0000932111-08-000052.txt : 20081112 0000932111-08-000052.hdr.sgml : 20081111 20081112164524 ACCESSION NUMBER: 0000932111-08-000052 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20081110 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers FILED AS OF DATE: 20081112 DATE AS OF CHANGE: 20081112 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MICREL INC CENTRAL INDEX KEY: 0000932111 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 942526744 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34020 FILM NUMBER: 081181428 BUSINESS ADDRESS: STREET 1: 1849 FORTUNE DR CITY: SAN JOSE STATE: CA ZIP: 95131 BUSINESS PHONE: 4089440800 MAIL ADDRESS: STREET 1: 1849 FORTUNE DR CITY: SAN JOSE STATE: CA ZIP: 95131 8-K 1 form-8k_11102008.htm MICREL FORM 8-K NOV. 10, 2008 form-8k_11102008.htm

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): November 10, 2008


MICREL,   INCORPORATED
(Exact name of Registrant as specified in its charter)

California
94-2526744
(State or other jurisdiction of
(I.R.S. Employer Identification No.)
incorporation or organization)
 

2180 Fortune Drive, San Jose, CA       95131
(Address of principal executive offices)   (Zip Code)

Registrant's telephone number, including area code: (408) 944-0800


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):

¨ Written communications pursuant to Rule 425 under the Securities Act  (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



 
 

 


INFORMATION TO BE INCLUDED IN REPORT
 

 
On November 10, 2008, the board of directors of Micrel, Inc. (the “Company”) elected Daniel Heneghan to serve on the Company’s board of directors (the “Board”), effective immediately, to serve until the Company’s 2009 annual meeting of shareholders and until his successor is duly elected and qualified.  The Company’s Nominating/Corporate Governance Committee (the “Committee”) continually searches for, and identifies, qualified candidates to serve on the Board and its committees.  As a result, the Committee recommended to the Board that Mr. Heneghan be elected.  As one of the Company’s independent directors, Mr. Heneghan has been appointed, concurrent with his election to the Board, to serve on the Audit and the Nominating/Corporate Governance Committees.

There is no prior arrangement or understanding pursuant to which Mr. Heneghan was selected as a director, and there are no related party transactions between the Company and Mr. Heneghan that are required to be disclosed pursuant to Item 404(a) of Regulation S-K.  Mr. Heneghan has been granted options to purchase common stock of the Company, and will receive certain other compensation, in keeping with the Company’s current director compensation program for non-employee directors, as described in the Company’s Form DEF 14A, Proxy Statement, dated August 29, 2008, mailed to shareholders in connection with the annual meeting of shareholders held October 1, 2008.  The Company also intends to enter into an indemnification agreement with Mr. Heneghan in substantially the same form as executed with the other members of its Board.

On November 11, 2008, Micrel issued a press release announcing the election of Daniel Heneghan to the Board of Directors. A copy of the press release is furnished as Exhibit 99 to this report.

SIGNATURE

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.


MICREL, INCORPORATED
(the Registrant)


By: /s/ Robert J. Barker
Robert J. Barker
Vice President, Finance and
Chief Financial Officer
(Principal Financial and
Accounting Officer)

Dated: November 12, 2008


 
EX-99 2 exhibit_99.htm EXHIBIT 99 TO FORM 8-K NOV. 10, 2008 exhibit_99.htm
 
Exhibit 99
 
 
Micrel, Inc. Announces the Election of Daniel Heneghan to Board of Directors
 
 
Tuesday November 11, 7:00 am ET
 
SAN JOSE, Calif., Nov. 11 /PRNewswire-FirstCall/ -- Micrel Inc., (Nasdaq: MCRL - News), an industry leader in analog, high bandwidth communications and Ethernet IC solutions, today announced the election of Mr. Daniel Heneghan to Micrel's Board of Directors. Mr. Heneghan represents the fifth independent director on the Company's six-person board.
 
Mr. Heneghan has more than 25 years of experience in financial and executive positions in the semiconductor and high tech industries. He recently served as Chief Financial Officer of Intersil Corporation from its inception in August 1999 until he retired in June 2005. From 1996 to August 1999, Mr. Heneghan was Vice President and Controller of the semiconductor business at Harris Corporation ("Harris"). From 1994 to 1996, Mr. Heneghan was Vice President and General Manager of the Digital Products Division at Harris. Mr. Heneghan also served at various times as Division Controller of the semiconductor business, Director of Planning and Director of Finance at Harris. He currently serves on the Board of Directors of Pixelworks, Inc., and NTELOS Holdings Corp., and also works as an advisor to the semiconductor industry. Mr. Heneghan holds a B.S. in Accounting from Quincy University in Illinois, and an MBA from Western Illinois University. He will serve on the Company's Audit and Nominating/Corporate Governance Committees.
 
 
"We are extremely pleased to have Dan Heneghan join Micrel's Board of Directors," said Ray Zinn, President, CEO, and Chairman of the Board. "Dan's addition will further enhance an already very qualified and capable board for Micrel. His strong financial background will help the Company deal with these turbulent economic times."
 
 
About Micrel, Inc.
 
 
Micrel Inc., is a leading global manufacturer of IC solutions for the worldwide analog, Ethernet and high bandwidth markets. The Company's products include advanced mixed-signal, analog and power semiconductors; high performance communication, clock management, Ethernet switch and physical layer transceiver ICs. Company customers include leading manufacturers of enterprise, consumer, industrial, mobile, telecommunications, automotive, and computer products. Corporation headquarters and state-of-the-art wafer fabrication facilities are located in San Jose, CA with regional sales and support offices and advanced technology design centers situated throughout the Americas, Europe and Asia. In addition, the Company maintains an extensive network of distributors and reps worldwide. Web: http://www.micrel.com/.
 
Contact:
Julieanne DiBene, Marketing Communications
1-408-474-1276
Email Julie.DiBene@Micrel.com

 
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