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): March 28, 2005
CYMER, INC.
(Exact name of Registrant as specified in charter)
NEVADA | | 0-21321 | | 33-0175463 |
(State or jurisdiction of
incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer
Identification No.) |
| | | | |
17075 THORNMINT COURT
SAN DIEGO, CALIFORNIA 92127 |
(Address of principal executive offices) |
| | | | |
(858) 385-7300 |
(Registrants 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 (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 1.01. Entry into a Material Definitive Agreement.
(a) On March 28, 2005, our board of directors approved our 3-Year Bonus Program. All potential bonuses under this program accrue quarterly based upon a percentage of each participant’s earned bonus under our Incentive Bonus Program and become payable three years after the bonus is first accrued. In addition, on March 28, 2005 our board of directors amended our Incentive Bonus Program to set an annual cap of 15% of our EBITDA (earnings before interest, taxes, depreciation and amortization) on the aggregate bonus amount that may accrue in the same year under the Incentive Bonus Program and the 3-Year Bonus Program combined. The 3-Year Bonus Program and Incentive Bonus Program, as amended, are attached hereto as Exhibits 99.1 and 99.2, respectively.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
99.1 | | Summary description of Cymer, Inc. 3-Year Bonus Program. |
99.2 | | Summary description of Cymer, Inc. Incentive Bonus Program, as amended |
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.
| CYMER, INC. |
| |
Date: April 1, 2005 | By: | /s/ Nancy J. Baker | |
| | Nancy J. Baker |
| | Senior Vice President and Chief |
| | Financial Officer |
2
