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 30, 2013

CYMER, INC.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code: (858) 385-7300

(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:

Introductory Note

This Current Report on Form 8-K is being filed in connection with the consummation on May 30, 2013 of the transactions contemplated by that certain Agreement and Plan of Merger, dated as of October 16, 2012 (the “Merger Agreement”), by and among ASML Holding N.V., a Netherlands public limited liability company (naamloze vennootschap) (“ASML”), Kona Acquisition Company, Inc., a Nevada corporation and a wholly owned subsidiary of Holdco (“Merger Sub”), and Cymer, Inc., a Nevada corporation (“Cymer”), and, solely for the purposes set forth therein, ASML US Inc., a Delaware corporation and an indirect wholly owned subsidiary of ASML (“Holdco”) and Kona Technologies, LLC, a Nevada limited liability company and a wholly owned subsidiary of Holdco (“Merger Sub 2”).

The Merger Agreement is described in more detail in Cymer’s Current Report on Form 8-K dated October 17, 2012.

The events described in this Current Report on Form 8-K occurred in connection with the consummation of the Merger (as defined below).

ITEM 2.01. COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS.

On May 30, 2013, the acquisition of Cymer by ASML pursuant to the terms of the Merger Agreement was completed. At the effective time of the Merger (the “Effective Time”), Merger Sub merged with and into Cymer (the “Merger”), and the separate corporate existence of Merger Sub ceased, with Cymer continuing as the surviving corporation in the Merger (the “Surviving Corporation”), and immediately after the Effective Time the Surviving Corporation was merged with and into Merger Sub 2 (the “Subsequent Merger” and, together with the Merger, the “Mergers”), and the separate corporate existence of the Surviving Corporation ceased, with Merger Sub 2 continuing as the surviving company in the Subsequent Merger. The Merger Agreement and transactions contemplated thereby, including the Merger, were approved by Cymer’s board of directors. Cymer’s stockholders adopted the Merger Agreement at the special meeting of Cymer stockholders held on February 5, 2013.

In accordance with the terms of the Merger Agreement, at the Effective Time, each share of Cymer common stock outstanding immediately prior to the consummation of the Merger (other than shares owned by ASML, Holdco, Merger Sub, Merger Sub 2, any other wholly owned subsidiary of ASML, or held in the treasury of Cymer or owned by any wholly owned subsidiary of Cymer) were converted into the right to receive (i) $20.00 in cash, without interest thereon, and (ii) 1.1502 ASML ordinary shares (collectively, the “Merger Consideration”). No fractional ASML ordinary shares will be issued in connection with the Merger.

Additionally, pursuant to the terms of the Merger Agreement, at the Effective Time of the Merger:

The description of the Merger and the Merger Agreement contained in this Current Report on Form 8-K does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Merger Agreement, which is filed as Exhibit 2.1 hereto.

ITEM 3.01. NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD; TRANSFER OF LISTING.

On May 30, 2013, in connection with the consummation of the Merger, Cymer notified NASDAQ of the consummation of the Merger and requested that trading of Cymer common stock on the NASDAQ Global Select Market be suspended. Cymer also requested that NASDAQ file with the SEC a notification on Form 25 to remove the Cymer common stock from listing on the NASDAQ Global Select Market and from registration under Section 12(b) of the Exchange Act.

In addition, Cymer intends to file with the SEC a certification and notice of termination on Form 15 requesting the termination of the registration of Cymer common stock under Section 12(g) of the Exchange Act.

ITEM 3.03. MATERIAL MODIFICATION TO RIGHTS OF SECURITY HOLDERS.

The information under Item 2.01 is incorporated herein by reference.

ITEM 5.01. CHANGES IN CONTROL OF THE REGISTRANT.

The disclosure under Item 2.01 of this report is incorporated herein by reference.

ITEM 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

Pursuant to the terms of the Merger Agreement, on May 30, 2013, the Merger occurred, and Cymer, Inc. will cease to exist and be succeeded by Cymer, LLC, an indirect wholly owned subsidiary of ASML. All of the individuals who were serving as directors of Cymer, Inc. immediately prior to the Merger ceased serving in such capacities.

In addition, following the completion of the Merger, all of the individuals who were serving as executive officers of Cymer, Inc. immediately prior to the effective time of the Merger ceased serving in such capacities. The employment of each of Paul Bowman, former Chief Financial Officer and Karen McGinnis, former Corporate Controller and Accounting Officer, was terminated without “cause” (as such term is defined in their respective employment agreements) in accordance with the Merger Agreement prior to the Effective Time. Robert Akins, former Chief Executive Officer, and Edward Brown, former Chief Operating Officer, will be employed by Cymer, LLC following the effective time of the Merger. Mr. Akins will serve as ASML’s Chief Technology Strategist and Senior Vice President of the Cymer Technologies Division, and Mr. Brown will serve as Chief Executive Officer of the Cymer Light Source Division.

ITEM 5.03. AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR.

Pursuant to the terms of the Merger Agreement, on May 30, 2013, the Merger occurred, and the separate existence of the Merger Sub ceased, with Cymer continuing as the Surviving Corporation and the Surviving Corporation was merged with an into Merger Sub 2, with the separate corporate existence of the Surviving Corporation having ceased and Merger Sub 2 continuing as the surviving company in the Subsequent Merger. The surviving company in the Subsequent Merger was renamed Cymer, LLC. As of the Effective Time, the articles of incorporation of Cymer, as the surviving corporation in the Merger, were amended and restated in their entirety to read as the articles of incorporation of Merger Sub, and the by-laws of Cymer were amended and restated in their entirety to read as the bylaws of Merger Sub. Following the Subsequent Merger, the articles of organization of Cymer, LLC and the operating agreement of Cymer, LLC were amended and restated in their entirety.

The amended and restated articles of incorporation and by-laws are attached hereto as Exhibit 3.1 and Exhibit 3.2 respectively, and are incorporated herein by reference.

ITEM 8.01. OTHER EVENTS.

On May 30, 2013, the Company and ASML issued a joint press release relating to the consummation of the Merger. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference into this Item 8.01.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: May 30, 2013

Exhibit Index