FilingIndex
8-KThe WireRed Alert

Executive Change · Reg FD Disclosure

Filed Aug 23, 2023 · 2y ago · Accession 0000056978-23-000107

Plain English

Material event — a significant development the company must disclose promptly.

Read the source below for the full document.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 22, 2023   ____________________________________________________ KULICKE AND SOFFA INDUSTRIES, INC. (Exact name of registrant as specified in its charter)     ____________________________________________________   Pennsylvania   000-00121   23-1498399 (State or Other Jurisdiction of Incorporation)   (Commission File Number)   (I.R.S. Employer Identification No.)     23A Serangoon North Avenue 5 , #01-01 , Singapore 554369 1005 Virginia Dr. , Fort Washington , PA 19034 (Address of Principal Executive Offices and Zip Code) Registrant’s telephone number, including area code: ( 215 ) 784-6000    N/A (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)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, Without Par Value KLIC The Nasdaq Global Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 5.02     Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On August 22, 2023, the Board of Directors (the “Board”) of Kulicke and Soffa Industries, Inc. (the “Company”) appointed Ms. Denise M. Dignam to the Board, effective as of August 22, 2023, to serve until the 2025 annual meeting of shareholders. Ms. Dignam has also been appointed to serve on the Nominating and Governance Committee. In connection with her appointment as a director, Ms. Dignam will receive an initial grant of common shares equal to $19,286. As a member of our Board, Ms. Dignam will also receive an annual retainer of $65,000, plus an additional $5,000 annually for her membership on our Nominating and Corporate Governance Committee, to be paid in four equal installments on the first calendar day of each calendar quarter. Ms. Dignam will also receive an annual grant of common shares equal to $180,000, paid in four equal installments on the first calendar day of each fiscal quarter. There are no transactions in which Ms. Dignam had or will have a direct or indirect material interest that would require disclosure under Item 404(a) of Regulation S-K, and there are no arrangements or understandings between Ms. Dignam and any other persons pursuant to which she was selected as a director. Item 7.01 Regulation FD Disclosure On August 23, 2023, the Company issued press releases regarding the matters discussed in Items 5.02 and 8.01 of this Current Report on Form 8-K. Copies of these press releases are furnished as Exhibits 99.1 and 99.2 to this report, respectively. The information furnished in this Item 7.01 and Item 9.01 of this Current Report on Form 8-K, including Exhibits 99.1 and 99.2 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the rules and regulations of the SEC thereunder, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing or document. Item 8.01 Other Events On August 23, 2023, the Company announced that the Board has declared and authorized a quarterly dividend of $0.19 per share of common stock. The dividend payment will be made on October 10, 2023 to holders of record as of September 21, 2023. Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 99.1 Press Release Annou ncing Appointment of New Director dated August 23, 2023 99.2 Press Release Announcing Quarterly Dividend dated August 23, 2023 104 Inline XBRL for the cover page of this Current Report on Form 8-K SIGNATURE   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.     KULICKE AND SOFFA INDUSTRIES, INC.         Date: August 23, 2023 By: /s/ LESTER WONG     Name: Lester Wong     Title: Executive Vice President and Chief Financial Officer (principal financial officer and principal accounting officer)
Filing details
Ticker
KLIC
CIK
56978
Form type
8-K
Filing date
Aug 23, 2023
Report date
Aug 22, 2023
Document
klic-20230822.htm
Size
230 KB