GIGAMON INC. (GIMO) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 9, 2016, in connection with Michael J. Burns’ resignation as the chief financial officer of the Company on October 27, 2016 (the “Resignation Date”), Mr. Burns entered into a mutual separation and release agreement (the “Separation Agreement”) with the Company to which Mr. Burns will remain employed with the Company and provide reasonable transition services from the Resignation Date until February 28, 2017 (the “Expected Termination Date”) or such earlier date as his services are terminated to the Separation Agreement (such earlier date, the “Actual Termination Date”).

The Separation Agreement provides that Mr. Burns is entitled to receive, among other things, his compensation and benefits as in effect as of the Resignation Date through his Actual Termination Date. If Mr. Burns signs a standard release of claims in connection with his termination of employment, he will be eligible to receive (i) a lump sum cash payment of $160,000, (ii) acceleration of vesting as to the unvested portion of each equity award that would have vested in the six months following his Actual Termination Date, and (iii) reimbursement of COBRA premiums until six months following the Actual Termination Date. Additionally, if Mr. Burns works through the Expected Termination Date or is terminated earlier than the Expected Termination Date by the Company other than for Cause or by him for Good Reason and signs a standard release of claims in connection his termination of employment, he will be eligible to receive (i) a cash bonus in accordance with the Company’s bonus plan based upon continuous employment through the Expected Termination Date, (ii) any base salary that would have been paid based upon continuous employment through the Expected Termination Date, (iii) reimbursement of COBRA benefits until six months following the Expected Termination Date, and (iv) accelerated vesting of the unvested portion of each equity award that would have vested in the six months following the Expected Termination Date.

The foregoing description of the Separation Agreement contained herein is qualified in its entirety by reference to the full text of the Separation Agreement, a copy of which will be filed as an exhibit to the Company’s Annual Report on Form 10-K.

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