UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 2001 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO -------- -------- COMMISSION FILE NUMBER 000-30205 CABOT MICROELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 36-4324765 (State of Incorporation) (I.R.S. Employer Identification No.) 870 NORTH COMMONS DRIVE 60504 AURORA, ILLINOIS (Zip Code) (Address of principal executive offices) Registrant's telephone number, including area code: (630) 375-6631 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. YES X NO ----------- ------------- As of January 31, 2002 the Company had 24,156,067 shares of Common Stock, par value $0.001 per share, outstanding. PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits To secure the Commission's grant of our application for confidential treatment of our Fumed Alumina Supply Agreement with Cabot Corporation, we hereby amend Item 6 of Part II of our Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2001, as filed on February 12, 2002. Item 6 of Part II has been amended only for the purpose of filing amended Exhibit 10.32 to the report. To secure the Commission's grant of our application for confidential treatment of our Fumed Alumina Supply Agreement with Cabot Corporation, we amended Exhibit 10.32 to disclose certain previously redacted portions of that agreement. Exhibit 10.32 is being refiled in its entirety. The exhibit numbers in the following list correspond to the number assigned to such exhibits in the Exhibit Table of Item 601 of Regulation S-K: EXHIBIT NUMBER DESCRIPTION ------ ----------- 10.30 2001 Deposit Share Agreement* 10.31 Amendment No.1 to Fumed Metal Oxide Supply Agreement (confidential treatment applied for)** 10.32 Fumed Alumina Supply Agreement (confidential treatment applied for)** * Management contract, or compensatory plan or arrangement. ** This Exhibit has been filed separately with the Commission pursuant to an application for confidential treatment. The confidential portions of this Exhibit have been omitted and are marked by brackets. (b) Reports on Form 8-K No report on Form 8-K was filed by the Company during the three months ended December 31, 2001. 2 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 thereunto duly authorized. CABOT MICROELECTRONICS CORPORATION Date: August 8, 2002 /s/ MARTIN M. ELLEN ------------------------------------------- Martin M. Ellen Vice President and Chief Financial Officer [Principal Financial Officer] Date: August 8, 2002 /s/ DANIEL S. WOBBY ------------------------------------------- Daniel S. Wobby Corporate Controller [Principal Accounting Officer] 3