COHERENT,INC. (NASDAQ:COHR) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
ITEM 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June30, 2017, the board of directors of Coherent,Inc. (“Coherent”) increased the size of Coherent’s board by one director, from seven to eight directors, and, following the recommendation of its governance and nominating committee, appointed Pamela Fletcher to the board, effective immediately. In addition, on the same date, the board appointed Ms.Fletcher to the audit committee of the board.

Ms.Fletcher has served as Global Executive Chief Engineer, Autonomous and Electrified Vehicles and New Technology at General Motors Company (“GM”), an automotive company, since July2016. Over a fifteen plus year career with GM, Ms.Fletcher has served in various roles, including as Executive Chief Engineer, Electrified Vehicles from August2012 to July2016, as Chief Engineer, Chevrolet Volt Propulsion System from 2009 to August2012, and as Assistant Chief Engineer, Hybrid& Electric Propulsion Systems from 2007 to 2008. She holds a B.S. Engineering from Kettering University and an M.S. Engineering from Wayne State University.

In connection with her appointment to the board, Ms.Fletcher was granted an award of restricted stock units with a value of approximately $225,000 (the “RSU Award”) to Coherent’s 2011 Equity Incentive Plan (the “2011 Plan”). The RSU Award will vest in two equal annual installments on each anniversary of the grant date, in each case subject to Ms.Fletcher continuing to be a service provider through each applicable vesting date. The RSU Award is subject to the terms and conditions of the 2011 Plan and the related restricted stock unit award agreement, copies of which have been filed, respectively, as Exhibit10.1 to Coherent’s Registration Statement on FormS-8 (File No.333-174019) filed with the Securities and Exchange Commission (the “SEC”) on May6, 2011, and Exhibit10.1 to Coherent’s Quarterly Report on Form10-Q (File No.001-33962) filed with the SEC on August10, 2011, and incorporated herein in their entirety by reference. In addition, Ms.Fletcher is eligible to receive cash compensation in the form of annual cash retainers for service on the board and board committees, as applicable, and additional annual equity awards at each annual stockholder meeting upon which she is elected to the board.

Ms.Fletcher also executed Coherent’s standard form of indemnification agreement, a copy of which has been filed as Exhibit10.18 to Coherent’s Annual Report on Form10-K (File No.001-33962) filed with the SEC on December15, 2010 and incorporated herein its entirety by reference.

There is no arrangement or understanding between Ms.Fletcher and any other persons to which Ms.Fletcher was elected as a director.

On July5, 2017, the Company issued a press release announcing Ms.Fletcher’s appointment as a director. The press release is attached hereto as Exhibit99.1 and is incorporated herein by reference.

ITEM 9.01. Financial Statements and Exhibits.

(d) Exhibits