8-KLeadership ChangesMaterial Agreements

AMPHENOL CORP /DE/ 8-K Report, Material Agreement (Jan 6, 2005)

Filed January 6, 2005For Securities:APH

Summary

Amphenol Corporation's Form 8-K filing on January 5, 2005, details significant changes in its Board of Directors and executive leadership. Effective December 31, 2004, Andrew M. Clarkson resigned from the Board. Concurrently, Edward G. Jepsen resigned from his position as Executive Vice President but was immediately appointed to the Board of Directors on January 5, 2005, replacing Mr. Clarkson. Furthermore, Mr. Jepsen will continue his association with Amphenol as an advisor, receiving an annual salary of $200,000 and maintaining participation in company benefits and stock option programs. This transition aims to retain valuable experience while restructuring the board.

Key Highlights

  • 1Edward G. Jepsen appointed to the Board of Directors effective January 5, 2005, replacing Andrew M. Clarkson.
  • 2Andrew M. Clarkson resigned from the Board of Directors effective December 31, 2004.
  • 3Edward G. Jepsen resigned as Executive Vice President effective December 31, 2004.
  • 4Mr. Jepsen will continue employment as an advisor at an annual salary of $200,000.
  • 5Mr. Jepsen will continue to participate in company health and welfare programs.
  • 6Mr. Jepsen will continue to participate in the stock option program, receiving 4,000 options annually.
  • 7Mr. Clarkson's resignation was not due to any disagreement with the Company.

Frequently Asked Questions

Edward G. Jepsen resigned as Executive Vice President effective December 31, 2004, and was immediately appointed to the Board of Directors. He will continue to provide value to the company as an advisor, likely to leverage his extensive experience, particularly his long tenure as CFO and his prior board service.

As an advisor, Mr. Jepsen will receive an annual salary of $200,000. He will also continue to participate in the Company's active employee health and welfare programs and will continue to receive 4,000 stock options per year.

No, the filing explicitly states that Mr. Clarkson's resignation from the Board of Directors did not involve any disagreement with the Company.

Edward G. Jepsen was appointed to the Board of Directors to replace Andrew M. Clarkson, effective January 5, 2005.