Ultra Clean Holdings, Inc. - Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Ultra Clean Holdings, Inc. on May 13, 2005, covering events that occurred on May 9, 2005. The filing discloses the entry into material definitive agreements regarding executive compensation and employment terms.
Key Financial Metrics
The filing does not provide specific financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity for the reporting period. The document focuses exclusively on compensation plan structures and executive employment terms.
Material Changes and Agreements
- Annual Cash Incentive Plan: The Compensation Committee adopted a new plan for fiscal year 2005. Bonuses are contingent on achieving specific Company financial performance goals (annual sales and operating profit) and individual performance evaluations. A minimum operating profit margin threshold must be met for any bonuses to be paid. The maximum potential payout for named executive officers is 200% of their target bonus.
- Employment Agreement Amendment: The Board approved an amendment to the employment agreement for Clarence L. Granger (President, CEO, and COO). His annual base compensation is set at $350,000 with a target bonus of $175,000. The agreement term was extended through March 2009.
Guidance, Outlook, and Risks
The filing does not contain forward-looking guidance, management commentary on market outlook, or specific risk factors beyond the standard contingencies inherent in performance-based compensation. The Company has reserved the right to pay discretionary bonuses outside the formal Plan.
Key Facts for Investor Verification
- Verify the specific operating profit margin threshold required to trigger bonus payments under the new 2005 plan.
- Confirm the total number of eligible employees under the new cash incentive plan.
- Review the full text of Exhibit 10.1 to understand any other terms in the amended employment agreement for Clarence L. Granger that remain unchanged.
- Monitor future filings to see if the Company achieves the performance metrics necessary to pay the bonuses outlined in this report.