8-KLeadership ChangesExhibits & Filings

Keysight Technologies, Inc. 8-K Report, Executive Changes (May 24, 2019)

Filed May 24, 2019For Securities:KEYS

Summary

Keysight Technologies, Inc. announced on May 23, 2019, an expansion of its Board of Directors from eight to nine members with the immediate appointment of Joanne Olsen. Ms. Olsen, a seasoned executive with extensive experience from Oracle Corporation and IBM, brings a strong background in cloud services, global sales, and technology leadership. Her appointment is effective immediately and she will serve as a Class III director, with her term expiring at the 2020 Annual Meeting of Stockholders. Ms. Olsen's expertise is expected to enhance the Board's strategic direction, particularly in areas relevant to Keysight's evolving technology landscape. She will also serve on the Compensation Committee, providing valuable insights into executive compensation matters. The Board has confirmed Ms. Olsen's independence according to NYSE and SEC regulations. Her compensation will be pro-rated for her service this year, consistent with the company's standard director compensation program.

Key Highlights

  • 1Keysight Technologies expanded its Board of Directors from 8 to 9 members.
  • 2Joanne Olsen was appointed as a new director, effective immediately.
  • 3Ms. Olsen brings significant executive experience from Oracle and IBM, with expertise in cloud services and technology.
  • 4She will serve as a Class III director, with her term expiring at the 2020 Annual Meeting of Stockholders.
  • 5Ms. Olsen will be a member of the Board's Compensation Committee.
  • 6The Board has determined Ms. Olsen meets all independence requirements.
  • 7Ms. Olsen's appointment is a strategic move to leverage her extensive industry experience.

Frequently Asked Questions

Joanne Olsen is a newly appointed director to Keysight's Board. She is a retired Executive Vice President from Oracle Corporation, where she led Global Cloud Services and Support and previously oversaw North American applications sales and consulting. Before Oracle, she had a career spanning over three decades at IBM in various executive management roles. She currently serves on the public boards of Ciena Corporation and Teradata Corporation.

Adding a new director, especially one with Ms. Olsen's extensive experience in technology and executive leadership, can bring fresh perspectives and enhanced strategic oversight to the Board. It may also indicate a proactive approach by Keysight to strengthen its governance and adapt to evolving market dynamics.

Yes, Ms. Olsen will receive pro-rated standard compensation for her service as a non-employee director, reflecting the portion of the year she serves on the Board. This compensation is in line with Keysight's established director compensation program.

Yes, the Board of Directors has determined that Ms. Olsen meets the independence standards required by the New York Stock Exchange and relevant SEC regulations, meaning she has no material relationship with Keysight that would interfere with her independent judgment.