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): February 22, 2005
AMIS HOLDINGS, INC.
(Exact Name of Registrant as Specified in Its Charter)
| | | | | |
| DELAWARE | | 000-50397 | | 51-0309588 |
| | | | | |
| (State or other jurisdiction of | | (Commission File Number) | | (IRS Employer Identification |
| incorporation) | | | | No.) |
| | | |
| 2300 BUCKSKIN ROAD, POCATELLO, IDAHO | | 83201 |
| (Address of Principal Executive Offices) | | (Zip Code) |
(208) 233-4690
(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:
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))
TABLE OF CONTENTS
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On February 16, 2005 the Compensation Committee of the Board of Directors of AMIS Holdings, Inc. established the Company’s Key Manager Incentive Plan for fiscal year 2005 (“2005 KMIP”), which provides for the payment of bonuses to Company executives, including the Company’s executive officers, provided that minimum corporate performance thresholds are met. For the Company’s executive officers, target amounts under the 2005 KMIP are as follows, stated as a percentage of the executive’s annual salary:
| | | | | |
| Christine King, President and Chief Executive Officer | | | 100 | % |
| David Henry, Senior Vice President and Chief Financial Officer | | | 50 | % |
| Jon Stoner, Chief Technical Officer | | | 50 | % |
| Walter Mattheus, Chief Operating Officer | | | 50 | % |
| Charlie Lesko, Senior Vice President, Sales and Marketing | | | 60 | %* |
| |
|
| | * | 50% of Mr. Lesko’s targeted incentive is based on revenue and design win targets through the Company’s Sales Incentive Plan. |
A copy of the 2005 KMIP is attached as an exhibit to this current report on Form 8-K and incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
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| (c) | | Exhibits |
| 10.1 | | 2005 Key Manager Incentive Plan |
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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| | | AMIS HOLDINGS, INC. |
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| Date: February 22, 2005 | | By: | | /s/ David A. Henry | | |
| | | | | | | |
| | | | | | | |
| | | Name: David A. Henry |
| | | Title: Senior Vice President and Chief |
| | | | Financial Officer | | |
EXHIBIT INDEX
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| Exhibit No. | | Description |
| 10.1 | | 2005 Key Manager Incentive Plan |
