8-K

NXP Semiconductors N.V. 8-K Report (May 10, 2011)

Filed May 10, 2011For Securities:NXPI

Summary

This Form 6-K filing from NXP Semiconductors N.V., dated May 10, 2011, primarily announces a change in its board of directors. Mr. Eric P. Coutinho has resigned as a non-executive director, effective immediately. The company acknowledges his contributions since its separation from Philips in 2006. In line with a shareholders' agreement, Philips has put forward Mr. Viki Bhatia as a nominee to replace Mr. Coutinho. The formal appointment of Mr. Bhatia will be subject to shareholder approval at the upcoming 2011 annual general meeting scheduled for May 26, 2011. Investors should note that this filing does not contain new financial results but rather updates on corporate governance.

Key Highlights

  • 1Mr. Eric P. Coutinho has resigned as a non-executive director of NXP Semiconductors N.V.
  • 2Mr. Coutinho's resignation is effective as of May 10, 2011.
  • 3Philips has nominated Mr. Viki Bhatia to fill the vacancy on the board.
  • 4Mr. Bhatia's appointment is contingent upon approval at the 2011 annual general meeting.
  • 5The 2011 annual general meeting is scheduled for May 26, 2011, in Eindhoven, The Netherlands.
  • 6The filing is made under Form 6-K, indicating it's a report from a foreign private issuer.
  • 7The company appreciates Mr. Coutinho's contributions since NXP's separation from Philips in September 2006.

Frequently Asked Questions

The primary purpose of this Form 6-K filing is to report a change in NXP Semiconductors N.V.'s board of directors due to the resignation of Mr. Eric P. Coutinho and the nomination of Mr. Viki Bhatia as a replacement.

Mr. Viki Bhatia has been nominated by Philips, a significant shareholder, to serve as a non-executive director. His appointment will be formally decided upon by the company's shareholders at the upcoming annual general meeting on May 26, 2011.

No, this filing does not provide any new financial results or performance data. It is solely focused on reporting changes related to the company's corporate governance, specifically board composition.

The shareholders' agreement between Philips and the Private Equity Consortium dictates the process for nominating and appointing directors. In this case, it outlines Philips' right to nominate a replacement for the departing director.