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): February 25, 2014
INTERSIL CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware |
000-29617 |
59-3590018 |
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(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
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1001 Murphy Ranch Road |
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Milpitas, California |
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95035 |
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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: 408-432-8888 |
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Not applicable |
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(Former name or former address, if changed since last report.) |
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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):
☐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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b)
Mr. Gary Gist and Mr. Robert Pokelwaldt have informed the Nominating & Governance Committee of the Board of Directors (the ”Board”) of Intersil Corporation (the “Company”) that they do not plan to run for reelection to the Board and will retire from the Board effective as of the election of Directors at the Company's Annual Meeting of Stockholders on May 6, 2014 (the "Annual Meeting"). Neither Mr. Pokelwaldt nor Mr. Gist are retiring from the Board due to a disagreement with the Company.
In connection with Mr. Pokelwaldt’s and Mr. Gist’s retirements and pursuant to the Board's authority under the Company’s bylaws, the Board will reduce its size from ten members to eight members, effective as of the election of Directors at the Annual Meeting.
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: February 25, 2014
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INTERSIL CORPORATION
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By: /s/ Thomas C. Tokos |
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Name: Thomas C. Tokos Title: Sr. Vice President, General Counsel & Secretary |