UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): July 28, 2016
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OCLARO, INC.
(Exact name of Registrant as specified in its charter)
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Delaware (State or other jurisdiction of incorporation or organization)
| 000-30684 (Commission file number)
| 20-1303994 (I.R.S. Employer Identification Number)
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| | 225 Charcot Avenue, San Jose, California 95131 (Address of principal executive offices, zip code) | |
| | (408) 383-1400 (Registrant’s telephone number, including area code) | |
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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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition
On August 2, 2016, Oclaro, Inc. (“Oclaro” or the “Company”) issued a press release announcing its operating and financial results for the quarter and year ended July 2, 2016, and intends to discuss the financial results announced in the press release during a related conference call to be held on August 2, 2016. The press release and conference call contain forward-looking statements regarding the Company and include cautionary statements identifying factors that could cause actual results to differ materially from those anticipated. The full text of the Company’s press release is attached hereto as Exhibit 99.1. On August 2, 2016, the Company also posted a related investor presentation on its website, www.oclaro.com. The investor presentation issued in connection with the announcement of results is furnished as Exhibit 99.2 to this Current Report on Form 8-K.
The information in Item 2.02 of this Current Report on Form 8-K, including Exhibits 99.1 and 99.2, is furnished pursuant to Item 2.02 and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under that Section. Furthermore, the information in this Current Report on Form 8-K, including the exhibits, shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such a filing.
Item 5.02(b) Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
On August 2, 2016, the Company announced that on July 28, 2016, Ms. Lori Holland notified the Company of her resignation as a member of its Board of Directors, to be effective following the completion of the audit of the Company’s financial statements for the year ended July 2, 2016 and the filing of the Company’s Annual Report on Form 10-K for the same period. Ms. Holland is currently the Chair of the Company’s Audit Committee and a member of its Compensation Committee.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
99.1 Press release issued by the Company on August 2, 2016.
99.2 Investor presentation issued by the Company on August 2, 2016.
SIGNATURE
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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| | OCLARO, INC.
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| Date: August 2, 2016 | By: | /s/ David L. Teichmann | |
| | | David L. Teichmann | |
| | | Executive Vice President, General Counsel and Corporate Secretary | |
EXHIBIT LIST
Exhibit No. Description
99.1 Press release issued by the Company on August 2, 2016.
99.2 Investor presentation issued by the Company on August 2, 2016.
