Ingram Micro Inc - Current report filing (8-K)
September 12 2008 - 5:24PM
Edgar (US Regulatory)
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):
September
10, 2008
INGRAM
MICRO INC.
(Exact
Name of Registrant as Specified in Its Charter)
Delaware
(State
of Incorporation
or
Organization)
|
1-12203
(Commission
File
Number)
|
62-1644402
(I.R.S.
Employer
Identification
No.)
|
1600
E. St. Andrew Place
Santa
Ana, CA 92799-5125
(Address,
including zip code of Registrant’s principal executive offices)
Registrant’s
telephone number, including area code: (714) 566-1000
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.
|
Amendment
to Ingram Micro Inc.’s Executive Officer Severance Policy
The Human
Resources Committee of the Board of Directors (the “Committee”) of Ingram Micro
Inc. (the “Company”) approved an amendment to the Company’s Executive Officer
Severance Policy (a) to specify that severance will be payable in the form of a
lump sum cash payment no later than 60 days after the date of the executive
officer’s termination of employment with the Company (which is intended to
exempt such severance payment from Section 409A of the Internal Revenue Code of
1986, as amended), and (b) to add a “claw back” provision which requires the
executive officer to repay any severance payments or benefits (with interest) to
the Company if the Company subsequently determines that the executive officer
had engaged in conduct which constituted “cause” for the executive officer’s
termination of employment with the Company.
The
description of the amendment set forth above is qualified in its entirety by
reference to the full and complete terms contained in the amended Executive
Officer Severance Policy, which is filed as Exhibit 10.1 to this Form 8-K
and incorporated into this Item 5.02 by reference.
Item
9.01
|
Financial Statements and
Exhibits.
|
|
Exhibit
No.
|
Description
|
|
|
|
|
10.1
|
Ingram
Micro Inc. Executive Officer Severance Policy, amended and restated
September 10, 2008.
|
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.
|
INGRAM
MICRO INC.
|
|
|
|
|
|
|
By:
|
/s/ Larry C.
Boyd
|
|
|
Name:
|
Larry C.
Boyd
|
|
|
Title:
|
Senior
Vice President,
|
|
|
|
Secretary
and General Counsel
|
|
Date: September
12, 2008
EXHIBIT
INDEX
|
Exhibit
No.
|
Description
|
|
|
|
|
10.1
|
Ingram
Micro Inc. Executive Officer Severance Policy, amended and restated
September 10, 2008.
|
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