____________
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)
October
26, 2009
____________
ANADIGICS,
INC.
(Exact
name of registrant as specified in its charter)
____________
DELAWARE
(State
or other jurisdiction
of
incorporation)
|
000-51532
(Commission
File Number)
|
22-2582106
(IRS
Employer
Identification
No.)
|
141
Mt. Bethel Road, Warren, New
Jersey
07059
(Address
of principal executive
offices) (zip
code)
Registrant’s
telephone number, including area code: (908) 668-5000
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 (sec General Instruction A.2. below):
--
Item
5.02
|
Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain
Officers.
|
(b)
On
October 26, 2009, ANADIGICS, Inc. (the “Company”) appointed Greg White, Senior
Vice President, RF Products Group, as an executive officer of the
Company. Mr. White has replaced Dr. Ali Khatibzadeh, who resigned
from the Company effective November 6, 2009.
In
connection with his resignation, the Company entered into a separation agreement
and related waiver and release with Dr. Khatibzadeh providing for a severance
payment of approximately $1,347,167 and the vesting of outstanding restricted
shares and options and continuation of
medical coverage for 14 months, which benefits he would have been entitled to
under his employment agreement, upon a termination by the Company without cause
(which amounts are reflected in the Amendment to Employment Agreement, filed as
Exhibit 10.2 to the Company’s Form 8-K filed on January 30, 2009)
.
(c)
On
October 26, 2009, the Company appointed Greg White, age 53, Senior Vice
President, RF Products Group of the Company.
Mr. White
most recently served as Corporate Vice President and General Manager for the
Desktop and Embedded Division of Advanced Micro Devices, Inc.
(“AMD”). Prior to AMD, Greg served with increasing responsibility at
Freescale Semiconductor and Motorola.
In
connection with his appointment, the Company entered into a letter agreement
with Mr. White on October 9, 2009, which sets forth the terms and provisions
governing Mr. White’s employment.
Pursuant
to Mr. White’s agreement he will receive (i) a fixed base salary of $288,002 per
year; (ii) the potential to earn an annual bonus targeted at 75 percent of his
then current base salary based on the Company’s attainment of financial targets;
(iii) the grant on November 2, 2009 of stock options to purchase 20,000 shares
of common stock of the Company under the Company’s 2005 Long Term Incentive and
Share Award Plan at an exercise price equal to the closing price of the
Company’s stock on November 2, 2009, vesting one-third on the one year
anniversary of the grant and thereafter in equal quarterly installments until
the third anniversary of the grant and expiring ten years from the date of the
grant; (iv) the potential to be awarded additional stock options and/or
restricted stock pursuant to the Company’s Long Term Incentive and Share Award
Plan; and (v) reasonable relocation assistance.
--
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.
Date: October
27, 2009
ANADIGICS,
Inc.
By: /s/ Thomas C.
Shields
Name: Thomas C.
Shields
Title: Executive Vice President and Chief Financial
Officer