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
January 27, 2015
Date of report (Date of earliest event reported)
Integrated Device Technology, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 0-12695 | 94-2669985 | ||
| (State of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
6024 Silver Creek Valley Road, San Jose, California 95138
(Address of principal executive offices) (Zip Code)
(408) 284-8200
(Registrant’s telephone number, including area code)
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:
| ¨ | 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. |
(d) On January 27, 2015, the Board of Directors (the “Board”) of Integrated Device Technology, Inc. (“IDT” or the “Company”) appointed Ken Kannappan to serve as a director of the Company, effective January 27, 2015. Additionally, Mr. Kannappan has been named to the Compensation Committee and Nominating & Governance Committee of the Board. Mr. Kannappan will serve as chairman of the Nominating & Governance Committee.
Mr. Kannappan will receive the same compensation the Company provides to non-employee independent directors, which is described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on July 25, 2014. The Company also intends to enter into an indemnification agreement with Mr. Kannappan that is substantially similar to the form of indemnification agreement executed by other members of the Board.
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 hereunto duly authorized.
| Date: January 30, 2015 | INTEGRATED DEVICE TECHNOLOGY, INC. | |||
| By: | /s/ Brian C. White | |||
| Brian C. White | ||||
| Vice President and Chief Financial Officer | ||||
| (duly authorized officer) | ||||