8-KLeadership ChangesRegulation FDExhibits & Filings

APPLIED MATERIALS INC /DE 8-K Report, Executive Changes (Sep 25, 2008)

Filed September 25, 2008For Securities:AMAT

Summary

Applied Materials, Inc. (AMAT) filed a Form 8-K on September 25, 2008, to report a significant change in its board of directors. The primary focus of this filing is the appointment of Alexander Karsner as a new member of the Board, effective immediately on September 23, 2008. Mr. Karsner has also been assigned to the Board's Strategy Committee, indicating a focus on strategic planning and direction for the company. In conjunction with his appointment, Mr. Karsner received an automatic grant of 20,000 performance shares (or restricted stock units) under the company's Employee Stock Incentive Plan. These shares are subject to a four-year vesting schedule, contingent on his continued service as a director. Investors should note that this appointment and associated compensation are standard for non-employee directors and are detailed further in the company's proxy statements. The company also furnished a press release dated September 25, 2008, announcing this board change.

Key Highlights

  • 1Appointment of Alexander Karsner to the Board of Directors, effective September 23, 2008.
  • 2Mr. Karsner appointed to the Board's Strategy Committee.
  • 3Automatic grant of 20,000 performance shares (or restricted stock units) to Mr. Karsner upon appointment.
  • 4Performance shares are subject to a four-year vesting schedule, contingent on continued service.
  • 5Mr. Karsner will participate in standard non-employee director compensation arrangements.
  • 6Company issued a press release on September 25, 2008, to announce the board appointment.
  • 7The filing is primarily informational regarding a board change and related compensation.

Frequently Asked Questions

While this 8-K filing announces his appointment to the Board and Strategy Committee, it does not detail Mr. Karsner's specific background or qualifications. Further information about his experience would likely be found in the referenced press release (Exhibit 99.1) or Applied Materials' 2008 Proxy Statement.

His appointment to the Strategy Committee suggests that the Board is seeking to leverage his expertise in developing and overseeing the company's long-term strategic direction. Investors may want to monitor the company's strategic initiatives for any new directions or emphasis following this appointment.

Mr. Karsner received an award of 20,000 performance shares, which will vest over four years. He will also participate in the standard compensation for non-employee directors, as detailed in Applied Materials' 2008 Proxy Statement and a prior Form 8-K filed on February 13, 2008. The specific cash component of director compensation is not detailed in this filing.

No, this Form 8-K filing is solely focused on a change in board composition and associated compensation. It does not contain information related to financial performance, earnings, or future business outlook.