Business Context and Reporting Period
This Form 8-K Current Report was filed by TTM Technologies, Inc. on June 14, 2021. The filing addresses corporate governance changes, specifically the appointment of a new director to the Board of Directors.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on personnel appointments and does not contain financial performance data.
Material Changes
The primary material change reported is the appointment of Ms. Pamela B. Jackson as a Class III director on June 14, 2021. Her term is set to expire in May 2024, subject to approval from the Defense Counterintelligence and Security Agency (DCSA) under the Company's Special Security Agreement. The Board has determined that Ms. Jackson qualifies as an independent director under NASDAQ listing standards.
Guidance, Outlook, and Management Commentary
- Appointment Rationale: Ms. Jackson was nominated due to her extensive experience in electronics, engineering, and technology markets, including her tenure as a retired Vice President of Technology at Emerson Electric Company.
- Compensation: Upon appointment, Ms. Jackson will receive compensation consistent with other non-employee directors on a pro-rata annual basis, including the issuance of Restricted Stock Units of TTM's Common Stock.
- Committee Assignments: At the time of this filing, Ms. Jackson will not sit on any Board committees.
- Risks and Contingencies: The appointment is contingent upon DCSA approval. No other risks, contingencies, or unusual items are disclosed in this filing.
Investor Verification Checklist
- Verify the status of DCSA approval for Ms. Jackson's appointment.
- Review the attached press release (Exhibit 99.1) for additional details on the appointment.
- Confirm the pro-rata calculation for Ms. Jackson's director compensation and Restricted Stock Units.
- Monitor future filings for Ms. Jackson's assignment to specific Board committees.