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): October 13, 2008
VITESSE SEMICONDUCTOR CORPORATION
(Exact name of issuer as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
| | |
| 1-31614 | | 77-0138960 |
| (Commission File Number) | | (IRS Employer Identification No.) |
741 Calle Plano
Camarillo, California 93012
(Address of Principal Executive Offices)
Registrant’s telephone number, including area code (805) 388-3700
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 (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
| ITEM 5.02 | DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. |
On October 13, 2008, the Compensation Committee approved the form of award agreements for grants under the Vitesse Semiconductor Amended and Restated 2001 Stock Incentive Plan of stock options and restricted stock units (each, an “Award Agreement,” and together, the “Award Agreements”). The Award Agreements are qualified in their entirety by reference to the full text of each Award Agreement, which shall be in substantially the form as attached as Exhibits 10.1 and 10.2 to this periodic report on Form 8-K and incorporated herein by reference.
| ITEM 9.01. | FINANCIAL STATEMENTS AND EXHIBITS. |
(d) Exhibits.
| | |
| 10.1 | | Form of Stock Option Agreement under the Vitesse Semiconductor Corporation Amended and Restated 2001 Stock Incentive Plan. |
| |
| 10.2 | | Form of Restricted Stock Unit Agreement under the Vitesse Semiconductor Corporation Amended and Restated 2001 Stock 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.
| | | | |
| Dated: October 16, 2008 | | | | |
| |
| | VITESSE SEMICONDUCTOR CORPORATION |
| | |
| | By: | | /s/ MICHAEL B. GREEN |
| | | | Michael B. Green |
| | | | Vice President, General Counsel and Secretary |
EXHIBIT INDEX
| | |
Exhibit No. | | Description |
| 10.1 | | Form of Stock Option Agreement under the Vitesse Semiconductor Corporation Amended and Restated 2001 Stock Incentive Plan. |
| |
| 10.2 | | Form of Restricted Stock Unit Agreement under the Vitesse Semiconductor Corporation Amended and Restated 2001 Stock Incentive Plan. |
