8-KLeadership ChangesExhibits & Filings

LAM RESEARCH CORP 8-K Report, Executive Changes (Aug 30, 2024)

Filed August 30, 2024For Securities:LRCX

Summary

Lam Research Corporation (LRCX) has announced a significant expansion of its Board of Directors with the appointment of two new independent directors, Ita M. Brennan and Mark Fields, effective August 30, 2024. This move increases the board size by two members and signals a commitment to strengthening governance and strategic oversight. Both appointees bring extensive experience in finance, executive leadership, and board service across various prominent technology and industrial companies, which is expected to be valuable as LRCX navigates the complex semiconductor industry landscape. Ms. Brennan, a former CFO at Arista Networks and QuantumScape, brings deep financial expertise and audit committee experience, with current roles at Planet Labs and Cadence Design Systems. Mr. Fields, a former CEO of Ford Motor Company and Senior Advisor at TPG Capital, offers broad operational and strategic leadership insights, with current board positions at Qualcomm and Hertz. These appointments are part of the company's standard director compensation and indemnification policies, and their addition is designed to enhance the board's collective capabilities.

Key Highlights

  • 1Lam Research appointed two new independent directors, Ita M. Brennan and Mark Fields, effective August 30, 2024.
  • 2The Board of Directors size has been increased by two to accommodate the new appointments.
  • 3Ita M. Brennan brings extensive financial expertise, including CFO roles at Arista Networks and QuantumScape, and will join the Audit Committee.
  • 4Mark Fields provides significant operational and strategic leadership experience, including former CEO of Ford Motor Company, and will join the Compensation and Human Resources Committee.
  • 5Both new directors have substantial prior and current board experience with publicly traded and private companies.
  • 6The appointments are part of standard director compensation and indemnification agreements.
  • 7A press release dated August 30, 2024, was issued to announce these director appointments.

Frequently Asked Questions

The primary reason for the appointment of Ita M. Brennan and Mark Fields is to enhance the expertise and experience of Lam Research's Board of Directors, strengthening its governance and strategic oversight capabilities. The board size was increased to accommodate these new independent directors.

Ita M. Brennan brings extensive financial and accounting expertise, having served as CFO for companies like Arista Networks and QuantumScape, and currently chairs the audit committee at Planet Labs. Mark Fields offers broad executive leadership experience, including his tenure as CEO of Ford Motor Company and Senior Advisor at TPG Capital, along with board experience at companies like Qualcomm and Hertz.

Yes, Ita M. Brennan will join the Audit Committee of the Board, effective November 5, 2024. Mark Fields will join the Compensation and Human Resources Committee of the Board.

There are no special arrangements or understandings with third parties for these appointments. The company is entering into its standard form of indemnification agreement with each new director, which aligns with its current policies for non-employee director compensation.