UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
June 19, 2013
Lattice Semiconductor Corporation
(Exact name of registrant as specified in its charter)
Delaware | 000-18032 | 93-0835214 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
5555 N. E. Moore Court
Hillsboro, Oregon 97124-6421
(Address of principal executive offices, including zip code)
(503) 268-8000
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.
On June 19, 2013, the Board of Directors (the "Board") of Lattice Semiconductor Corporation (the "Company") acted to enlarge the Board of Directors from seven to eight members and appointed Mark E. Jensen to the Board effective June 19, 2013. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. Mr. Jensen also will serve as a member of the Audit Committee.
In connection with Mr. Jensen's service as a director, he will be entitled to the Company's customary compensatory arrangement for outside directors, including an annual retainer of $35,000 for Board service and an annual retainer of $10,000 for service on the Audit Committee. In addition, on the date of appointment, Mr. Jensen was granted an option to purchase 90,000 shares of the Company's common stock pursuant to the terms of the Company's 2011 Non-Employee Director Equity Incentive Plan, with 33 1/3% of the option vesting on the first anniversary of the date of grant and an additional 33 1/3% of the option vesting each anniversary thereafter, subject to his continued service to the Company. In addition, non-employee directors receive an annual award of restricted stock under the Company's 2011 Non-Employee Director Equity Incentive Plan valued at $105,000 on the day after the Company's annual meeting of stockholders (if a director is appointed subsequent to the previous annual meeting of stockholders, the grant is prorated appropriately). The restricted stock grants vest on the first year anniversary of the date of grant.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following exhibit is being furnished herewith:
Exhibit No. | Description | |
99.1 | Press Release dated June 20, 2013 (furnished herewith). | |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
LATTICE SEMICONDUCTOR CORPORATION | |||
By: | /s/ Byron W. Milstead | ||
Date: | June 20, 2013 | Byron W. Milstead Corporate Vice President and General Counsel | |
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EXHIBIT INDEX
Exhibit No. | Description | |
99.1 | Press Release dated June 20, 2013 (furnished herewith) | |
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Exhibit 99.1
News Release
FOR MORE INFORMATION CONTACT:
David Pasquale
Global IR Partners
914-337-8801
lscc@globalirpartners.com
LATTICE SEMICONDUCTOR ANNOUNCES APPOINTMENT OF MARK JENSEN TO BOARD OF DIRECTORS
HILLSBORO, OR June 20, 2013 Lattice Semiconductor Corporation (NASDAQ: LSCC) today announced that its Board of Directors has appointed Mark Jensen to the Company's Board of Directors and Audit Committee. For more than thirty years, Mr. Jensen has provided audit and financial consulting services to high technology companies. He was an executive at Deloitte & Touche LLP from October of 2001 until his retirement in June of 2012, where he held a variety of positions, including U.S. Managing Partner-Audit and Enterprise Risk Services, Technology Industry and U.S. Managing Partner-Venture Capital Services Group. Prior to joining Deloitte & Touche LLP, Mr. Jensen was the Chief Financial Officer of Redleaf Group. Earlier in his career, Mr. Jensen was an executive at Arthur Andersen LLP, which he joined in 1978, was admitted to the partnership in 1991 and served as the Managing Partner of the firm's Silicon Valley Office and leader of the firm's Global Technology Industry Practice.
“We are pleased to attract another strong executive to our Board of Directors. Mr. Jensen brings unusually deep business experience in a number of high-tech industry segments,” stated Patrick Jones, Lattice's Chairman of the Board. “Given his extensive experience with numerous companies in the semiconductor industry, we expect to directly benefit from Mr. Jensen's active contributions, as the Board continues to expand its core competences to even better address the Company's strategic direction and new opportunities.”
Mr. Jensen, 63 years old, is a certified public accountant licensed in Colorado and California and is a member of the American Institute of Certified Public Accountants and the Colorado and California State Societies of Certified Public Accountants. Mr. Jensen received a Bachelors of Education Degree from Colorado State University and a Bachelors of Science Degree from Metropolitan State College of Denver. Mr. Jensen also serves on the Board of Directors of Unwired Planet, Inc. where he is also Chairman of the Audit Committee.
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About Lattice Semiconductor
Lattice is a service-driven developer of innovative low cost, low power programmable design solutions. For more information about how our FPGA, CPLD and programmable power management devices help our customers unlock their innovation, visit www.latticesemi.com. You can also follow us via Twitter, Facebook, or RSS.
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Lattice Semiconductor Corporation and Lattice (& design) are either registered trademarks or trademarks of Lattice Semiconductor Corporation or its subsidiaries in the United States and/or other countries.
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