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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): January 22, 2008
ADEPT TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
California 0-27122 94-2900635
(State or other jurisdiction (Commission file number) (I.R.S. Employer
of incorporation) Identification Number)
3011 Triad Drive 94551
Livermore, CA (Zip Code)
(Address of principal executive offices)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (925) 245-3400
None
(Former Name or Former Address, if Changed Since Last Report)
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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))
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Item 5.02 Compensatory Arrangements of Certain Officers
Amendment of Fiscal 2008 Executive and Senior Management Payment Plan
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On January 22, 2008, the Board of Directors of Adept Technology, Inc.
("Adept" or the "Company") approved the amendment of the Executive and Senior
Management Payment Plan for fiscal year 2008 (the "Payment Plan" or "Plan") to
add potential cash performance bonuses for reaching revenues and adjusted
(non-GAAP) operating income targets in excess of amounts for which restricted
stock can be granted, to clarify the Compensation Committee's discretion
regarding form of consideration, and to establish revised time frames for
determination and payment of sales commission awards under the Plan.
The Plan establishes the terms and targets of performance bonuses for
Adept's executive officers and certain other management employees of the Company
for the 2008 fiscal year. Under the Plan, executive performance bonuses are
based on revenue and adjusted operating income of the Company during fiscal
2008, and executive sales commissions are based upon applicable sales revenue.
Non-sales commission awards ultimately granted under the Plan would consist of
shares of restricted stock to be granted to executive officers after completion
of fiscal 2008 and issued under the Adept 2005 Equity Incentive Plan (the "2005
Plan"), to vest in equal monthly installments over a two year period, and as
amended, certain potential cash amounts to be awarded to executive officers and
other management employees if revenues exceeds amounts for which shares of
restricted stock may be granted. The Plan amendment is not subject to the
approval of Adept stockholders. The Company's Board and the Compensation
Committee reserves the right to adjust or eliminate a bonus or change the form
of payment at any time or to grant bonuses to executives on a discretionary
basis.
In addition to the potential restricted stock grants awarded to
executive officers under the Plan, as amended, each of the executive officers
and certain identified non-executive officer management employees of the Company
are eligible under the amended Plan to earn an additional 16%, 24% or 32% of the
employee's base salary if certain revenue and adjusted operating income targets
are met which exceed the amounts for which restricted stock may potentially be
earned.
Mr. Joachim Melis, Adept's Vice President, Worldwide Sales, may receive
quarterly commissions in cash under the Plan based on Adept's audited
consolidated. No quarterly sales commissions have been paid to Mr. Melis, and
the Plan, as amended, generally allows such awards to be made when and as
determined by the Compensation Committee of the Board.
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.
ADEPT TECHNOLOGY, INC.
Date: January 28, 2008 By: /s/ Lisa M. Cummins
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Lisa M. Cummins
Vice President of Finance and Chief Financial
Officer