8-K 1 employmentagmt_amendment-8k.txt 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): May 23, 2005 ------------------------------------ STANDARD MICROSYSTEMS CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 0-7422 11-2234952 (State or other jurisdiction of (Commission File (I.R.S. Employer incorporation) Number) Identification No.) 80 Arkay Drive, Hauppauge, New York 11788 (Address of principal executive offices) (Zip Code) (631) 435-6000 (Registrant's telephone number, including area code) N/A (Former name, former address and former fiscal year, 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: |_| 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)) Item 1.01 - Entry into a Material Definitive Agreement As of May 27, 2005, Standard Microsystems Corporation (SMSC) amended its employment agreement with Andrew M. Caggia, who, as disclosed in SMSC's Form 8-K filed on April 21, 2005, will retire as Chief Financial Officer on June 1, 2005 and will continue to be employed by SMSC in a part time capacity to ensure a smooth transition. A copy of the contract amendment is attached hereto as Exhibit 10.1. Item 9.01 - Financial Statements and Exhibits (c) Exhibits 10.1*- Amendment dated as of May 27, 2005 to Employment Agreement with Andrew M. Caggia, dated January 7, 2000, as previously amended. * Indicates a management contract or compensatory plan or arrangement. 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. STANDARD MICROSYSTEMS CORPORATION (Registrant) Date: May 27, 2005 By: /s/ ANDREW M. CAGGIA ------------------------------ Andrew M. Caggia Senior Vice President and Chief Financial Officer, and Director (Principal Financial Officer) ------------------------------------ Exhibit Index Exhibit No. Description 10.1* Amendment dated as of May 27, 2005 to Employment Agreement with Andrew M. Caggia, dated January 7, 2000, as previously amended. * Indicates a management contract or compensatory plan or arrangement.