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| KLIC > SEC Filings for KLIC > Form 8-K on 4-Nov-2009 | All Recent SEC Filings |
4-Nov-2009
Change in Directors or Principal Officers, Financial Statements an
On October 29, 2009, Kulicke and Soffa Industries, Inc. (the "Company") granted performance share unit awards ("PSUs") and service-vested restricted stock awards ("RSAs") 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:
Named Executive Officer PSUs RSAs Christian Rheault 33,500 66,500 Charles J. Salmons 30,150 14,850 Michael J. Morris 25,000 25,000 |
The Management Development and Compensation Committee of the Company's Board of Directors (the "Committee") administers the 2009 Plan. One-third of the RSAs will vest on each of the three anniversaries of the grant date, if the officer is employed by the Company on such dates. If the officer is involuntarily terminated without cause (as defined in the 2009 Plan) before the third anniversary of the grant date, RSAs will vest pro-rata based on length of employment during such three-year period.
The Company and Mr. Rheault entered into an Employment Agreement dated June 25,
2009 (the "Rheault Employment Agreement") in connection with Mr. Rheault's
agreement to relocate from Pennsylvania to Singapore for two years. Any portion
of Mr. Rheault's 16,500 RSAs that are not vested at the end of his Employment
Term (as defined in the Rheault Employment Agreement) will vest on such date.
The Employment Term will end on August 1, 2011, unless it is extended by the
Company to August 1, 2012. The remaining 50,000 of Mr. Rheault's RSAs will
"cliff" vest on December 31, 2012, if he is employed by the Company on such
date.
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, becomes disabled, or is involuntarily terminated without cause (as defined in the 2009 Plan) 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.
The Committee has not yet determined the amount or terms of the annual equity award for Scott Kulicke, Chairman and Chief Executive Officer of the Company.
The foregoing summary of the 2009 Plan is qualified in its entirety by reference to the actual terms of the 2009 Plan, included hereto as Exhibit 10.1 and the amendments to the 2009 Plan, included hereto as Exhibits 10.2 and 10.3, 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. The foregoing description of the Rheault Employment Agreement is qualified in its entirety by reference to the actual terms of the Rheault Employment Agreement, included hereto as Exhibit 10.4.
(d) Exhibits.
Exhibit No. Description
10.1 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).
10.2 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).
10.3 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).
10.4 Employment Agreement dated June 25, 2009 by and
between Kulicke and Soffa Industries, Inc. and
Christian Rheault (incorporated herein by reference
to Exhibit 10.1 to the Company's Quarterly Report on
Form 10-Q for the quarter ended June 27, 2009).
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