SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
May 11, 2019
Date of Report (Date of earliest event reported)
(Exact Name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction
1251 McKay Drive
San Jose, California 95131
(Address of Principal Executive Offices) (Zip Code)
(Registrants Telephone Number, Including Area Code)
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Emerging growth company ☐
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Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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on which registered
|Common Stock, par value $.001 per share||SYNA||The NASDAQ Global Select Market|
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective May 11, 2019, Richard Bergman resigned his position as a director of Synaptics Incorporated (Synaptics). Mr. Bergmans resignation as a director of Synaptics was not a result of any disagreement with Synaptics on any matter relating to Synaptics operations, policies or practices.
In connection with the departure of Richard Bergman as Synaptics Chief Executive Officer on March 14, 2019, Mr. Bergman and Synaptics have entered into a separation agreement and release effective May 11, 2019 under which Mr. Bergman has released all claims he may have against Synaptics and Mr. Bergman will receive: (i) a cash payment equal to 12 months of Mr. Bergmans annual base salary, or $700,000, payable in installments over 12 months on regular payroll dates; (ii) 100% of Mr. Bergmans targeted bonus, or $1,015,000, payable in installments over 12 months on regular payroll dates; (iii) eighteen months of COBRA continuation coverage under Synaptics health insurance benefit plan, and (iv) an additional cash payment of $425,400, payable in a lump sum within five business days after the effective date of the separation agreement and release. All unvested options and restricted stock units held by Mr. Bergman as of May 11, 2019, shall cease to vest, and Mr. Bergman shall have the ability to exercise his vested stock options until the earlier of March 14, 2020, or the date on which any particular option grant expires.
Pursuant to the requirements of the Securities Exchange Act of 1934, Synaptics Incorporated has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|Date: May 11, 2019||By:|
|Senior Vice President, General Counsel and Secretary|
This website contains forward-looking statements that are subject to the safe harbors created under the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended. Forward-looking statements give our current expectations and projections relating to our financial condition, results of operations, plans, objectives, future performance and business, and can be identified by the fact that they do not relate strictly to historical or current facts. Such forward-looking statements may include words such as "expect," "anticipate," "intend," "believe," "estimate," "plan," "target," "strategy," "continue," "may," "will," "should," variations of such words, or other words and terms of similar meaning. All forward-looking statements reflect our best judgment and are based on several factors relating to our operations and business environment, all of which are difficult to predict and many of which are beyond our control. Such factors include, but are not limited to, the risks as identified in the "Risk Factors," "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Business" sections of our Annual Report on Form 10-K for our most recent fiscal year, and other risks as identified from time to time in our Securities and Exchange Commission reports. Forward-looking statements are based on information available to us on the date hereof, and we do not have, and expressly disclaim, any obligation to publicly release any updates or any changes in our expectations, or any change in events, conditions, or circumstances on which any forward-looking statement is based. Our actual results and the timing of certain events could differ materially from the forward-looking statements. These forward-looking statements do not reflect the potential impact of any mergers, acquisitions, or other business combinations that had not been completed as of the date of this filing.