Attached files
| file | filename |
|---|---|
| EX-10.5 - KULICKE & SOFFA INDUSTRIES INC | v205466_ex10-5.htm |
| EX-10.4 - KULICKE & SOFFA INDUSTRIES INC | v205466_ex10-4.htm |
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): December 9, 2010
KULICKE
AND SOFFA INDUSTRIES, INC.
(Exact
name of registrant as specified in its charter)
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Pennsylvania
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000-00121
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23-1498399
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File Number)
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(I.R.S.
Employer
Identification
No.)
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6
Serangoon North, Avenue 5, #03-16 Singapore
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554910
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (215) 784-6000
(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):
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
5.02
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Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain
Officers; Compensatory Arrangements of Certain
Officers.
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On December 9, 2010, the Management
Development and Compensation Committee of the Board of Directors (the
“Committee”) of Kulicke and Soffa Industries, Inc. (the “Company”) approved
merit-based increases in executive base salaries. The following named
executive officers received base salary increases in the amounts described
below:
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Executive Officer
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% Increase in
Salary
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New Base
Salary
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||||
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Christian Rheault
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4.0%
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$339,040 | ||||
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Tek Chee “T.C.” Mak
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3.0%
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$257,529 |
Base
salary increases will be effective beginning on January 1, 2011.
Also on December 13, 2010, the
Committee granted performance share unit awards (“PSUs”) and time-vested
restricted stock unit awards (“RSUs”) under the Kulicke and Soffa Industries,
Inc. 2009 Equity Plan, as amended (the “2009 Plan”), to certain of its
employees, including the following named executive officers in the amounts
indicated below:
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Executive Officer
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PSUs
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RSUs
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||||
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Christian Rheault
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59,761
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0 | ||||
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Charles Salmons
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21,595
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10,636 | ||||
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Tek Chee “T.C.” Mak
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25,923
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25,923 |
The Committee administers the 2009
Plan. One-third of the RSUs will vest equally on each of the
three anniversaries of the grant date, if the officer is employed by the Company
on such dates. If an officer is involuntarily terminated without
cause (as defined in the 2009 Plan) the Committee may, in its sole discretion,
upon the occurrence of such event, accelerate the vesting of a pro rata portion
of the RSUs which would otherwise vest on the next anniversary of the grant
date. The pro rata portion will be calculated based on vesting months
as measured from the day of the month on which the grant was made to the
corresponding day of each succeeding month. The vesting date for this
purpose shall be the date of the Committee’s decision to accelerate
vesting. There is no entitlement to such accelerated vesting and the
Committee expects to exercise such discretion only in limited and special
circumstances. If the officer terminates employment for any other
reason, any unvested RSUs are forfeited.
The vesting of PSUs is tied to total
shareholder return relative to the companies comprising the Philadelphia
Semiconductor Index (the “Index”), measured over a three-year performance
measurement period. PSUs will vest on the third anniversary of the
grant date. PSUs will vest at between zero and 200% based on total
shareholder return relative to the Index. If a participant retires,
dies or becomes disabled before the end of the three-year performance
measurement period, the PSUs will vest pro rata based on the participant’s
length of employment during the performance period, to the extent the
performance goals are met for the performance period. However, in the
event a participant is involuntarily terminated without cause (as defined in the
2009 Plan), the Committee may, in its sole discretion, upon the occurrence of
such event, entitle the participant to a pro rata portion of the PSUs the
participant would otherwise have earned based on the actual achievement of the
performance goals as determined at the end of the performance period had he or
she remained employed to the end of the performance period. The pro
rata portion will be calculated based on vesting months as measured from the day
of the month on which the grant was made to the corresponding day of each
succeeding month. The vesting date for this purpose shall be the date
of the Committee’s decision to accelerate vesting. There is no
entitlement to such accelerated vesting and the Committee expects to exercise
such discretion only in limited and special circumstances.
The foregoing summary of the 2009 Plan
is qualified in its entirety by reference to the actual terms of the 2009 Plan,
the form of Officer Performance Share Award Agreement and the form of Officer
Restricted Share Unit Award Agreement, included hereto as Exhibits 10.1 (the
amendments to the 2009 Plan included hereto as Exhibits 10.2 and 10.3), 10.3 and
10.4, respectively. For additional information regarding the 2009
Plan, refer to “Compensation of Executive Officers” in the Company’s 2009 Proxy
Statement on Schedule 14A as filed with the Securities and Exchange Commission
on December 30, 2008, which is incorporated herein by
reference.
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Item
9.01
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Financial
Statements and Exhibits.
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| (d) Exhibits. | ||
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Exhibit No.
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Description
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10.1
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Kulicke
and Soffa Industries, Inc. 2009 Equity Plan (incorporated herein by
reference to Appendix A to the Company’s Proxy Statement on Schedule 14A
for the Annual Meeting of Shareholders on February 10,
2009).
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10.2
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Amendment
No. 1 to the Kulicke and Soffa Industries, Inc. 2009 Equity Plan
(incorporated herein by reference to Exhibit 10.1 to the Company’s Current
Report on Form 8-K dated September 15, 2009).
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10.3
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Amendment
No. 2 to the Kulicke and Soffa Industries, Inc. 2009 Equity Plan
(incorporated herein by reference to Exhibit 10.2 to the Company’s Current
Report on Form 8-K dated September 15, 2009).
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10.4
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Form
of Officer Performance Share Award Agreement regarding the 2009 Equity
Plan.
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10.5
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Form
of Officer Restricted Share Unit Award Agreement regarding the 2009 Equity
Plan.
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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.
December
14, 2010
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KULICKE
AND SOFFA INDUSTRIES, INC.
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By:
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/s/
Bruno Guilmart
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Name:
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Bruno
Guilmart
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Title:
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President and Chief
Executive
Officer
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EXHIBIT
INDEX
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Exhibit No.
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Description
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10.1
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Kulicke
and Soffa Industries, Inc. 2009 Equity Plan (incorporated herein by
reference to Appendix A to the Company’s Proxy Statement on Schedule 14A
for the Annual Meeting of Shareholders on February 10,
2009).
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10.2
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Amendment
No. 1 to the Kulicke and Soffa Industries, Inc. 2009 Equity Plan
(incorporated herein by reference to Exhibit 10.1 to the Company’s Current
Report on Form 8-K dated September 15, 2009).
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10.3
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Amendment
No. 2 to the Kulicke and Soffa Industries, Inc. 2009 Equity Plan
(incorporated herein by reference to Exhibit 10.2 to the Company’s Current
Report on Form 8-K dated September 15, 2009).
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10.4
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Form
of Officer Performance Share Award Agreement regarding the 2009 Equity
Plan.
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10.5
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Form
of Officer Restricted Share Unit Award Agreement regarding the 2009 Equity
Plan.
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