SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): August 21, 2019
LAM RESEARCH CORPORATION
(Exact name of registrant as specified in its charter)
(State or Other Jurisdiction
4650 Cushing Parkway
Fremont, California 94538
(Address of principal executive offices including zip code)
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Name of each exchange on which registered
Common Stock, Par Value $0.001 Per Share
The Nasdaq Stock Market
(Nasdaq Global Select Market)
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Table of Contents
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 26, 2019, Stephen G. Newberry, a member of the board of directors (the “Board”) and the chairman of the Board of Lam Research Corporation (the “Company”) notified the Company that he is retiring from his positions with the Company effective as of the close of business on November 4, 2019. Following Mr. Newberry’s retirement, Abhijit Y. Talwalkar, who currently serves as the Company’s lead independent director, will become chairman of the Board (contingent on Mr. Talwalkar’s re-election as a director at the 2019 annual meeting of stockholders) and there will be no lead independent director position.
In addition, on August 21, 2019, Christine A. Heckart, a member of the Board, notified the Company that she is resigning from her position with the Company effective as of the close of business on November 4, 2019.
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.
August 26, 2019
LAM RESEARCH CORPORATION
/s/ Sarah A. O'Dowd
Sarah A. O'Dowd
Senior Vice President, Chief Legal Officer and Secretary