8-KLeadership ChangesRegulation FDExhibits & Filings

INTEL CORP 8-K Report, Executive Changes (Mar 19, 2009)

Filed March 19, 2009For Securities:INTC

Summary

Intel Corporation (INTC) filed an 8-K on March 19, 2009, reporting significant changes to its Board of Directors. The most notable event is the resignation of Director Carol A. Bartz, effective March 18, 2009. Ms. Bartz's departure follows her appointment as CEO of Yahoo! Inc. in January 2009. This change may prompt investors to consider the impact on Intel's governance and strategic direction, especially given Ms. Bartz's prominent role. Concurrently, Intel's Board elected two new directors, John J. Donahoe and Frank D. Yeary, also effective March 18, 2009. Both new directors have been appointed to the Board's Audit Committee. Their extensive backgrounds in technology, e-commerce (Mr. Donahoe from eBay) and academia/finance (Mr. Yeary from UC Berkeley and Citigroup) suggest a focus on strengthening financial oversight and strategic advice. Investors should note the standard compensation and restricted stock unit grants for these new directors, which are detailed in the filing.

Key Highlights

  • 1Director Carol A. Bartz resigned from Intel's Board of Directors and its Audit and Finance Committees, effective March 18, 2009.
  • 2Ms. Bartz's resignation is due to her appointment as CEO of Yahoo! Inc. on January 13, 2009.
  • 3Intel's Board of Directors elected John J. Donahoe and Frank D. Yeary as new directors, effective March 18, 2009.
  • 4Both new directors, Mr. Donahoe and Mr. Yeary, have been appointed to the Board's Audit Committee.
  • 5Mr. Donahoe brings significant experience from eBay Inc., where he served as President and CEO.
  • 6Mr. Yeary has experience as Vice Chancellor of the University of California, Berkeley and previously held a leadership role in M&A Investment Banking at Citigroup.
  • 7New directors will receive standard compensation, including pro-rated annual retainers and committee fees, and a restricted stock unit grant valued at $48,334, vesting over three years.

Frequently Asked Questions

Carol A. Bartz resigned from Intel's Board of Directors because she was appointed Chief Executive Officer and a member of the board of directors of Yahoo! Inc. on January 13, 2009.

Intel's Board of Directors elected John J. Donahoe and Frank D. Yeary as new directors, effective March 18, 2009. They will both serve on the Board's Audit Committee.

The new directors, John J. Donahoe and Frank D. Yeary, will receive standard compensation for non-employee directors. This includes pro-rated annual retainers and committee fees, and a grant of restricted stock units in April 2009 valued at $48,334, which will vest ratably over three years.

John J. Donahoe's background includes leadership roles at eBay Inc., suggesting expertise in e-commerce and technology operations. Frank D. Yeary brings experience from academia at the University of California, Berkeley, and a strong financial background from his time in investment banking at Citigroup, particularly in mergers and acquisitions. These appointments likely aim to bolster the Board's strategic and financial oversight capabilities.