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

May 11, 2015

Date of Report (Date of earliest event reported)

 

 

SYNAPTICS INCORPORATED

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

DELAWARE		000-49602		77-0118518
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1251 McKay Drive

San Jose, California 95131

(Address of Principal Executive Offices) (Zip Code)

(408) 904-1100

(Registrant’s Telephone Number, Including Area Code)

 

 

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 (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))

 

 

 

---

Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b), (c), (e)

On May 11, 2015, Synaptics Incorporated (“Synaptics”) issued a press release announcing the appointment of Wajid Ali as Synaptics’ Senior Vice President and Chief Financial Officer. Mr. Ali replaces Kathleen Bayless as Synaptics’ Chief Financial Officer and principal financial officer effective as of May 11, 2015. Ms. Bayless will assist with the transition to Mr. Ali and then retire from Synaptics as of June 5, 2015, and she has agreed to enter into a Separation Agreement and Release with Synaptics on June 5, 2015 on the terms previously disclosed by Synaptics in December 2014.

Prior to joining Synaptics, Mr. Ali, 41, was Vice President and Controller at Teledyne Technologies Incorporated, a diversified manufacturer, from November 2012 to May 2015, after previously serving as Vice President and Chief Financial Officer of Teledyne DALSA, Inc., a Teledyne Technologies subsidiary, from February 2011 to November 2012, and as Chief Financial Officer of Teledyne DALSA’s predecessor, DALSA Corporation, a public semiconductor company, from May 2007 to February 2011. Mr. Ali also served in controller and operational roles at ATI Technologies Inc. prior to its acquisition by Advanced Micro Devices Inc., after which Mr. Ali headed the finance function for AMD’s second largest business unit until his appointment as Chief Financial Officer at DALSA Corporation. Mr. Ali holds a Bachelor of Arts and a Master of Arts in Economics from York University, a Master’s of Business Administration from the Schulich School of Business, York University, and a CPA, CMA designation from the Chartered Professional Accountants of Ontario, Canada.

Mr. Ali has entered into an offer letter with Synaptics under which he will receive an annual salary of $395,000; a target annual cash incentive of 65% of his annual base salary, a grant of an option to purchase 40,000 shares of Synaptics common stock, vesting over three years, a grant of 15,000 Synaptics restricted stock units, vesting over three years, and other benefits generally accruing to senior executives of Synaptics.

 

Item 7.01.

Regulation FD Disclosure.

On May 11, 2015, the Company issued a press release announcing the appointment described in Item 5.02 of this Form 8-K. A copy of the Company’s press release is furnished with this Form 8-K and attached hereto as Exhibit 99.1. The information in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Exchange Act and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended.

 

Item 9.01.

Financial Statements and Exhibits.

 

(d)

Exhibits.

 

Exhibit Number		Exhibit
99.1		Press release from Synaptics Incorporated dated May 11, 2015, entitled “Synaptics Appoints Wajid Ali as Senior Vice President and Chief Financial Officer.”

---

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.

 

				SYNAPTICS INCORPORATED
Date: May 11, 2015				By:		/s/ John McFarland
						John McFarland
						Senior Vice President, General Counsel, and Secretary

---

EXHIBIT INDEX

 

Exhibit Number		Description
99.1		Press release from Synaptics Incorporated dated May 11, 2015, entitled “Synaptics Appoints Wajid Ali as Senior Vice President and Chief Financial Officer.”

Exhibit 99.1

 

Synaptics Appoints Wajid Ali as Senior Vice President and Chief Financial Officer

SAN JOSE, Calif. – May 11, 2015 – Synaptics Incorporated (NASDAQ: SYNA), a leading developer of human interface solutions, today announced the appointment of Wajid Ali as Senior Vice President and Chief Financial Officer, reporting to Rick Bergman, President and CEO. Mr. Ali replaces Synaptics’ current Chief Financial Officer, Kathleen Bayless, who announced her retirement in December 2014.

Mr. Ali brings extensive financial management expertise to Synaptics, spanning all aspects of corporate and operational finance for publicly-listed companies. He joins Synaptics from Teledyne Technologies, where he most recently served as Vice President and Controller. Prior to that, he was Chief Financial Officer at DALSA Corporation, a public semiconductor company that was acquired by Teledyne in 2011. He also held key financial management positions at AMD and ATI, overseeing the finance functions for large business groups.

“As the number one human interface company, we have enjoyed revenue growth of over 50% for the past two years. A strong financial guide, with the right combination of strategic insight and operational discipline, is critical as we continue to scale and expand into new markets,” said Mr. Bergman. “The Board of Directors is very pleased to have a leader of Mr. Ali’s caliber join the executive team.”

“I am thrilled to join Synaptics at such an exciting time in the company’s development. Synaptics maintains a unique position in the industry as the leading human interface provider across multiple markets, leveraging a broad set of innovative technology platforms,” stated Mr. Ali. “I look forward to working to continue the company’s strong track record of financial performance as it strives to fully capitalize on the positive growth dynamics ahead.”

For up-to-the-minute Synaptics news, follow @SynaCorp on Twitter and LinkedIn. For more information on Synaptics’ products and solutions please visit www.synaptics.com.

About Synaptics

Synaptics is the pioneer and leader of the human interface revolution, bringing innovative and intuitive user experiences to intelligent devices. Synaptics’ broad portfolio of touch, display, and biometrics products is built on the company’s rich R&D and supply chain capabilities. With solutions designed for mobile, PC and automotive industries, Synaptics combines ease of use, functionality and aesthetics to enable products that help make our digital lives more productive, secure and enjoyable. (NASDAQ: SYNA) www.synaptics.com. (NASDAQ: SYNA) www.synaptics.com.

###

Synaptics, and the Synaptics logo are trademarks of Synaptics in the United States and/or other countries. All other marks are the property of their respective owners.

For further information, please contact:

Ann Minooka, Synaptics Incorporated

408-904-1673

ann.minooka@synaptics.com

Investor Relations:

Jennifer Jarman

The Blueshirt Group for Synaptics

415-217-5866

jennifer@blueshirtgroup.com