MACOM Technology Solutions Holdings, Inc. (NASDAQ:MTSI) 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 Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
of the Board of Directors of MACOM Technology Solutions Holdings,
Inc., a Delaware corporation (the Company), adopted the MACOM
Amended and Restated Change in Control Plan (the Plan). The Plan
amends and restates in its entirety the Change in Control Plan
originally adopted by the Board effective as of October 3, 2014
and subsequently amended (the Original Plan), which was
previously filed as Exhibit 10.11 to the Companys Annual Report
on Form 10-K filed on November 24, 2015. The Plan covers certain
senior employees of the Company including the Companys named
executive officers: Mr. Croteau, its Chief Executive Officer, Mr.
McMullan, its Chief Financial Officer, Dr. Behfar, its Senior
Vice President and Chief Scientist, Photonics, Mr. Dennehy, its
Senior Vice President, Operations, and Mr. Murphy, its Senior
Vice President and General Manager, RF Microwave.
from the Original Plan. In connection with a change in control,
performance-based equity awards will be deemed earned at maximum
levels. A participant in the Plan will be entitled to receive
severance benefits under the Plan if his or her employment is
terminated during the period beginning three months prior to a
change in control (to the extent that the termination is taken in
connection with the change in control) and ending at the time
specified in the participants notice of termination (for the
named executive officers, this period is two years) and if such
termination is as a result of a termination of employment by the
Company without cause or by the participant with good reason (as
such terms are defined in the Plan). In connection with a
qualifying termination, a participant is entitled to receive:
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a cash payment equal to a factor of the sum of the
participants annual base salary and target annual bonus ( to their individual participation notices under the Plan, two times for Mr. Croteau, 1.5 times for Mr. McMullan, and one times for each of Messrs. Behfar, Dennehy and Murphy); |
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a prorated annual bonus, payable in cash, based on target
or, if the termination of employment occurs in the second half of a performance period, on actual performance; |
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an amount, payable in cash, equal to the Companys estimated
cost of medical, dental and vision continuation coverage ( to their individual participation notices under the Plan, for two years continuation coverage for Mr. Croteau, 18 months for Mr. McMullan and 12 months for each of Messrs. Behfar, Dennehy and Murphy); and |
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time-based and performance-based equity awards will vest in
full, with performance-based equity awards vesting at maximum levels. |
automatically renewed for successive one-year terms unless the
Committee elects to not extend the term not later than three
months prior to the expiration of the then-current term.
by reference to the full text of the Plan, which is filed as
Exhibit 10.1 to this Current Report on Form 8-K and incorporated
by reference herein.
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Exhibit
Number
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Description
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10.1
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MACOM Technology Solutions Holdings, Inc. Amended and
Restated Change in Control Plan and Form of Participation Notice. |
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About MACOM Technology Solutions Holdings, Inc. (NASDAQ:MTSI)
MACOM Technology Solutions Holdings, Inc. is a provider of high-performance analog semiconductor solutions that enable Internet applications, the cloud-connected applications economy, and the networked battlefield across the radio frequency (RF), microwave, millimeterwave and photonic spectrum. It has multiple design centers, silicon, gallium arsenide and indium phosphide fabrication, manufacturing, assembly and test, and operational facilities throughout North America, Europe, Asia and Australia. It also offers foundry services. It offered a portfolio of over 4,500 standard and custom devices, which include integrated circuits, multi-chip modules, power pallets and transistors, diodes, amplifiers, switches and switch limiters, passive and active components and complete subsystems, across more than 40 product lines serving three primary markets, as of September 30, 2016. The Company’s products are RF Power Products, Optoelectronics and Photonic Solutions, among others. MACOM Technology Solutions Holdings, Inc. (NASDAQ:MTSI) Recent Trading Information
MACOM Technology Solutions Holdings, Inc. (NASDAQ:MTSI) closed its last trading session up +0.28 at 47.24 with 393,025 shares trading hands.
