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)
August 31, 2011
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 August 31, 2011, the Board of Directors (the "Board") of Lattice Semiconductor Corporation (the "Company") appointed Robin Abrams and John Bourgoin to the Board effective September 1, 2011. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. Ms. Abrams will serve as a member of the Audit Committee and Mr. Bourgoin will serve as a member of the Compensation Committee.
In connection with Ms. Abrams' and Mr. Bourgoin's services as directors, each will be entitled to the Company's customary compensatory arrangements 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 or Compensation Committee. In addition, on the date of appointment, Ms. Abrams and Mr. Bourgoin were 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 her or 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 September 1, 2011 (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: | September 1, 2011 | Byron W. Milstead Corporate Vice President, General Counsel and Secretary | |
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EXHIBIT INDEX
Exhibit No. | Description | |
99.1 | Press Release dated September 1, 2011 (furnished herewith) | |
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Exhibit 99.1
News Release
For More Information Contact:
Joe Bedewi
Chief Financial Officer
Lattice Semiconductor Corporation
503-268-8000
David Pasquale
Global IR Partners
914-337-8801
lscc@globalirpartners.com
VETERAN TECHNOLOGY EXECUTIVES
ROBIN ABRAMS AND JOHN BOURGOIN JOIN LATTICE SEMICONDUCTOR'S BOARD OF DIRECTORS
HILLSBORO, OR -SEPTEMBER 1, 2011-Lattice Semiconductor (NASDAQ: LSCC) today announced the appointments of Robin Abrams and John Bourgoin to its Board of Directors. Ms. Abrams has over 30 years of top-level sales, marketing and executive management experience in high-tech companies, both in the U.S. and abroad. Mr. Bourgoin has more than 35 years of executive management experience in the semiconductor industry, including programmable logic, wireline and wireless communications products as well as the microprocessor business.
Ms. Abrams served as the Chief Executive Officer of Firefly Communications, Inc. from 2004 to 2006. In addition to leading several start-ups, Ms. Abrams also served as President and CEO of Palm Computing, Inc., where she launched the Palm V and Palm VII. Prior to Palm, she was President
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and CEO of VeriFone, the global leader in debit/credit card authorization solutions. Ms. Abrams also held several key executive positions at Apple. As managing director of Apple Asia, she helped open the Chinese and Indian markets to Apple products, and subsequently became president of Apple Americas. Previously, Ms. Abrams held senior product marketing positions at Norwest Bank (Wells Fargo) and Unisys. Ms. Abrams currently serves as an advisor to several start-ups and is a member of the Boards of Directors of HCL Technologies Ltd., Openwave Systems Inc., and Sierra Wireless, Inc.
Mr. Bourgoin served as President and Chief Executive Officer of MIPS Technologies, Inc. from 1998 until his retirement in 2009. Previously, he had served as Senior Vice President of Silicon Graphics, Inc. from 1996 to 1998, where he established the intellectual property business model for MIPS and orchestrated the MIPS spin-out from Silicon Graphics. Mr. Bourgoin also was employed at Advanced Micro Devices, Inc., where he held various senior positions, including Group Vice President of Microprocessor Products. He also has extensive experience in the programmable logic industry, having served as the Vice President of AMD's Programmable Logic Division. Mr. Bourgoin is currently a member of the Board of Directors at Micrel, Inc.
“The addition to our board of Robin and John, two technology leaders with an extraordinary range of technology and executive experience, underscores the opportunities in front of Lattice for growth of market share, revenue and profitability,” said Patrick Jones, Lattice's Chairman of the Board. “Robin and John will be a powerful resource for both the board and the senior management team at Lattice as the Company continues to leverage its differentiated low-cost low-power market position, product portfolio and global distribution channels to continue gaining market share.”
Forward-Looking Statements Notice:
The foregoing paragraphs contain forward-looking statements that involve estimates, assumptions, risks and uncertainties, including statements relating to the opportunities in front of Lattice for growth of market share, revenue and profitability and the Company's ability to leverage its differentiated low-cost low-power market position, product portfolio and global distribution channels to continue gaining market share. Lattice believes the factors identified below could cause actual results to differ materially from the forward-looking statements.
Factors that may cause actual results to differ materially from the forward-looking statements in this press release include those risks that are described from time to time in our filings with the
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Securities and Exchange Commission. The Company does not intend to update or revise any forward-looking statements, whether as a result of events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
About Lattice Semiconductor:
Lattice is the source for innovative FPGA, PLD, programmable Power Management and Clock Management solutions. For more information, visit www.latticesemi.com.
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Lattice Semiconductor Corporation, Lattice (& design), L (& design) and specific product designations 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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