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, 2011
STANDARD MICROSYSTEMS CORPORATION
(Exact name of registrant as specified in its charter)
| DELAWARE | 0-7422 | 11-2234952 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer 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:
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Written communications pursuant to Rule 425 under the Securities Act (17CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under theExchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under theExchange Act (17 CFR 240.13e-4(c))
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Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
(c) The Registrant has appointed Richard Steinle, 39, as Chief Accounting Officer of the Registrant, effective as of November 10, 2011. Mr. Steinle joined the Registrant as Corporate Controller on October 4, 2010. Prior to becoming employed by the Registrant, Mr. Steinle served as Corporate Controller at Ames True Temper, Inc. (“Ames”) from 2007 until joining the Registrant, and previously was the Director of Financial Planning and Analysis at Ames from 2006 until his appointment as Corporate Controller.
Except as stated herein, there is no arrangement or understanding between Mr. Steinle and any other persons pursuant to which Mr. Steinle was appointed to his new position. There are no related party transactions between Mr. Steinle and the Registrant. There is no family relationship between Mr. Steinle and any other executive officer or director of the Registrant.
Mr. Steinle will receive an annual base salary of $210,000 effective immediately, and an annual incentive bonus target of forty percent (40%) of his salary, effective March 1, 2012, pursuant to the Registrant’s Management Incentive Plan, a copy of which was previously filed as Exhibit 10.1 to the Registrant’s Form 10-Q filed on October 5, 2010. Mr. Steinle is also eligible to receive the Salary Grade 14 Severance Benefits under the Registrant’s Executive Severance Plan (the “Plan”), a copy of which was previously filed as Exhibit 10.23 to the Registrant’s Form 10-K filed on April 28, 2010. Mr.Steinle will execute an indemnity agreement with the Registrant, pursuant to which the Registrant is obligated to indemnify Mr. Steinle in certain circumstances. The form of indemnity agreement is Exhibit 10.1 to the Registrant’s 8-k dated November 23, 2005.
(b) Kris Sennesael,who had been serving as the Registrant’s Principal Accounting Officer, will no longer continue in that capacity. Mr. Sennesael will continue to serve as the Registrant’s Senior Vice President and Chief Financial Officer.
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 thereunto duly authorized.
STANDARD MICROSYSTEMS CORPORATION
(Registrant)
| Date: November 14, 2011 |
By:
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/s/ Walter Siegel |
| Walter Siegel | ||
| Senior Vice President and | ||
| General Counsel |