Lattice Semiconductor Corp 8-K, filed May 11, 2020
Lattice Semiconductor Corp (LSCC)
8-K
2020-05-11
For: 2020-05-05
View Original
Added on
April 09, 2026
About this 8-K
Lattice Semiconductor Corp filed this 8-K on May 11, 2020, reporting on events of May 5, 2020.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 5.07: Shareholder vote results
- Item 9.01: Financial statements and exhibits
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
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(503 ) 268-8000
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Lattice Semiconductor Corporation 2013 Incentive Plan
On May 5, 2020, the stockholders of Lattice Semiconductor Corporation (the “Company”) approved the Lattice Semiconductor Corporation 2013 Incentive Plan, as amended and restated (the “Amended 2013 Plan”), at the Company’s annual meeting of stockholders (the “Annual Meeting”). The Amended 2013 Plan was previously approved by the board of directors of the Company (the “Board”), upon the recommendation by the Compensation Committee of the Board (the “Committee”), subject to stockholder approval at the Annual Meeting.
The Amended 2013 Plan increased the number of shares of our common stock available for issuance under such plan to 32,640,000 shares. A detailed summary of the Amended 2013 Plan can be found in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on March 23, 2020, as amended and restated in part on April 2, 2020 (the “Proxy Statement”), which description is incorporated herein by reference. This summary does not purport to be complete and is qualified in its entirety by the full text of the Amended 2013 Plan, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 5.07. Submission of Matters to a Vote of Security Holders.
At the Annual Meeting, stockholders representing 116,528,351 shares, or 86.69% of the outstanding shares of common stock of the Company as of the March 11, 2020, the record date for the Annual Meeting, were present in person or by proxy. The final results of voting for each matter submitted to a vote of stockholders at the Annual Meeting are as follows.
Proposal 1: Election of Directors
Our Board is currently comprised of nine members. Each of the nine nominees for director was elected for a term of one year, and the voting results are set forth below:
| Nominee | For | Withheld | Broker Non-Votes |
| James R. Anderson | 116,371,145 | 157,206 | 0 |
| Robin A. Abrams | 110,746,401 | 5,781,950 | 0 |
| John Bourgoin | 116,352,140 | 176,211 | 0 |
| Mark E. Jensen | 115,016,866 | 1,511,485 | 0 |
| Anjali Joshi | 116,380,333 | 148,018 | 0 |
| James P. Lederer | 115,004,589 | 1,523,762 | 0 |
| John E. Major | 112,945,961 | 3,582,390 | 0 |
| Krishna Rangasayee | 116,312,644 | 215,707 | 0 |
| D. Jeffrey Richardson | 116,360,008 | 168,343 | 0 |
Proposal 2: Advisory Vote to Approve Named Executive Officer Compensation
The advisory vote to approve the executive compensation of the Company’s named executive officers was approved, and the voting results are set forth below:
| For | Against | Abstain | Broker Non-Votes |
| 114,805,074 | 1,651,151 | 72,126 | 0 |
Proposal 3: Approval of the Amended Lattice Semiconductor Corporation 2013 Incentive Plan
The proposal to approve the Amended 2013 Plan was approved, and the voting results are set forth below:
| For | Against | Abstain | Broker Non-Votes |
| 109,147,454 | 7,308,300 | 72,597 | 0 |
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are being furnished herewith:
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Exhibit No.
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Description
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10.1
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Lattice Semiconductor Corporation 2013 Incentive Plan, as amended and restated (incorporated by reference to Annex A of the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on March 23, 2020). |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL). |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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LATTICE SEMICONDUCTOR CORPORATION
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By:
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/s/ Byron W. Milstead
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Date:
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May 11, 2020
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Byron W. Milstead
Corporate Vice President, General Counsel and Corporate Secretary
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EXHIBIT INDEX
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Exhibit No.
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Description
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10.1
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Lattice Semiconductor Corporation 2013 Incentive Plan, as amended and restated (incorporated by reference to Annex A of the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on March 23, 2020). |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL). |
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