UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 25, 2019
Illumina, Inc.
(Exact name of registrant as specified in its charter)
001-35406
(Commission File Number)
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| Delaware | | 33-0804655 |
| (State or other jurisdiction of incorporation) | | (I.R.S. Employer Identification No.) |
5200 Illumina Way, San Diego, CA 92122
(Address of principal executive offices) (Zip code)
(858) 202-4500
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, $0.01 par value | ILMN | The NASDAQ Global Select Market |
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 13a 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.
As previously disclosed in a Form 8-K filed on August 29, 2019, Garret Hampton, Senior Vice President, Clinical Genomics, informed Illumina, Inc. (the “Company”) that he would be leaving the company effective as of January 10, 2020.
In connection with his departure, Dr. Hampton and the Company entered into a Separation Agreement dated as of November 25, 2019, pursuant to which Dr. Hampton will receive payments equal to (i) one year of his annual base salary ($560,000) and (ii) group health insurance premiums under COBRA for a period of 12 months. He will also be eligible to receive a performance-based cash payment under the Company’s 2019 variable compensation plan in an amount of up to $504,000. Dr. Hampton may also access certain professional outplacement services and executive physical benefits for a period of 12 months.
The foregoing description of the Separation Agreement is qualified in its entirety by reference to the Separation Agreement, which will be filed as an exhibit to the Company’s annual report on Form 10-K for the fiscal year ending December 29, 2019.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | | ILLUMINA, INC. |
| Date: | November 29, 2019 | By: | /s/ Charles E. Dadswell |
| | | Name: | Charles E. Dadswell |
| | | Title: | Senior Vice President and General Counsel |
