Business Context and Reporting Period
This Form 8-K Current Report from Applied Materials, Inc. covers the date of October 5, 2009. The filing addresses Item 5.02 regarding the departure of certain officers, specifically the formalization of a separation agreement with Thomas St. Dennis, who announced his resignation effective October 2, 2009.
Key Financial Metrics
The filing does not provide standard financial performance metrics such as revenue, profit, cash flow, margins, debt, or liquidity. The only financial data disclosed relates to the specific compensation package for the departing officer:
- Total Separation Payment: $1,035,000
- Payment Schedule: $369,000 by November 12, 2009; $333,000 on October 1, 2010; and $333,000 on October 1, 2011.
- Equity Vesting: Immediate vesting of 200,000 stock options and 82,500 earned performance shares (subject to non-revocation of the agreement).
Material Changes
The primary material change is the execution of a formal separation agreement and release with Thomas St. Dennis. This agreement supersedes the prior announcement of his resignation and establishes specific financial and legal terms for his departure, including a revocation period ending October 12, 2009.
Outlook, Risks, and Contingencies
Contingencies: The financial and equity benefits outlined are contingent upon Mr. St. Dennis not revoking the agreement by October 12, 2009, and his compliance with the agreement's terms.
Risks and Obligations: The agreement includes a general release in favor of Applied Materials, as well as ongoing obligations for Mr. St. Dennis regarding confidentiality, non-disparagement, non-solicitation, and non-competition.
Equity Terms: The vested stock options and performance shares will remain exercisable until the earlier of November 20, 2009, or the expiration of the option's maximum term.
Investor Verification Checklist
- Confirm whether Thomas St. Dennis revoked the separation agreement by the October 12, 2009 deadline.
- Verify the actual vesting and exercise status of the 200,000 stock options and 82,500 performance shares.
- Monitor future filings for the actual disbursement of the three scheduled cash payments totaling $1,035,000.
- Review subsequent 8-K filings for any further executive departures or changes in leadership structure.