GSI Technology,Inc. (NASDAQ:GSIT) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

GSI Technology,Inc. (NASDAQ:GSIT) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.

On May30, 2017, the Compensation Committee of the Board of
Directors of GSI Technology,Inc. (the Company) adopted the
Companys 2018 Variable Compensation Plan (the 2018 Plan), which
is similar in structure to previous variable compensation plans
for the Companys executive officers. The 2018 Plan is designed to
encourage performance and retention of eligible employees by
providing cash bonus awards based on the Companys performance
during the fiscal year ending March31, 2018. Each of the Companys
executive officers is eligible to participate in the 2018 Plan.
Certain other non-executive officers and key employees are also
eligible to participate.

Under the 2018 Plan, each participant has a designated target
bonus. The target bonus for Lee-Lean Shu, the Companys President,
Chief Executive Officer and Chairman, is $250,000, and the target
bonus for each of the other executive officers is $125,000. The
actual bonus awards will be computed on the basis of the Companys
fiscal 2018 operating results and its success in completing
specified milestones in the development of its new in-place
associative computing products, with 25% of each award based on
the achievement of targeted net revenues, 35% based on the
achievement of targeted operating income, as adjusted to exclude
certain specified categories of expenses, and 40% based on the
completion of the development milestones by March31, 2018. If the
target performance goals are exceeded, the actual bonus awards
payable to participants may be up to two times the target bonus.

Bonus awards under the 2018 Plan are subject to vesting based on
the participants continued employment with the Company, with 60%
becoming vested and payable on the last business day in April2018
and 20% becoming vested and payable on the last business day of
Aprilin each of the succeeding two years.

A copy of the 2018 Plan is filed as Exhibit10.1 to this report
and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

ExhibitNo.

Description

10.1

GSI Technology,Inc. 2018 Variable Compensation Plan


About GSI Technology, Inc. (NASDAQ:GSIT)

GSI Technology, Inc. is a provider of Very Fast static random access memory (SRAM) products and low latency dynamic random access memory (LLDRAM) products. The Company operates through the design, development and sale of integrated circuits segment. Its products are incorporated primarily in high-performance networking and telecommunications equipment, such as routers, switches, area network infrastructure equipment, wireless base stations and network access equipment. In addition, the Company serves military, industrial, test equipment and medical markets for SRAMs. It offers products in various categories, including Synchronous SRAM Products, Low Latency DRAM Products and Bandwidth Engine Products. The Company offers over 30 families of SRAMs, approximately two families of LLDRAMs and a family of Bandwidth Engine products. These basic product configurations are the basis for over 15,000 individual products that incorporate a range of specifications and optional features.

GSI Technology, Inc. (NASDAQ:GSIT) Recent Trading Information

GSI Technology, Inc. (NASDAQ:GSIT) closed its last trading session up +0.15 at 8.36 with 231,613 shares trading hands.

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