form8-k.htm
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 29,
2009
Date
of Report (Date of earliest event reported)
EMCORE
CORPORATION
Exact
Name of Registrant as Specified in its Charter
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New Jersey
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0-22175
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22-2746503
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State
of Incorporation
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Commission
File Number
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IRS
Employer Identification
Number
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10420 Research Road, SE,
Albuquerque, NM 87123
Address
of principal executive offices, including zip code
(505)
332-5000
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:
□
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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□
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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□
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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□
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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 Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain
Officers.
On May
29, 2009, Christopher Larocca was appointed Chief Operating Officer of EMCORE
Corporation ("EMCORE" or the "Company"). Mr. Larocca, age 36, has
served as Executive Vice President and General Manager for EMCORE’s
Photovoltaics division since February 2009. Previous to that, Mr. Larocca served
as Vice President and General Manager of EMCORE’s Broadband Division since March
2007. Mr. Larocca joined the Company in May 2004 as Senior Director
of Business Development and Product Strategy, and from January 2005 to March
2007 he served as Sr. Director, Marketing & Sales. Prior to joining EMCORE,
Mr. Larocca served as Vice President of GELcore, a solid-state lighting joint
venture between EMCORE Corporation and General Electric.
Mr.
Larocca will continue to be paid an annual base salary of $210,870, and will be
eligible for a bonus to be determined, based on a target of 50% of his base
salary and on Company and individual performance, pursuant to the Company’s
fiscal year 2009 Bonus Plan.
Mr. Larocca’s
employment is at-will and may be terminated by the Company or by
Mr. Larocca at any time. In connection with his promotion, on May 29, 2009,
Mr. Larocca was also granted options to purchase 200,000 shares of EMCORE common
stock pursuant to the EMCORE Corporation 2000 Stock Option Plan. The
options will vest in equal amounts over 4 years and will expire on May 29,
2019. Mr. Larocca is also eligible to participate in the
Company’s Severance Plan for Chief-level officers, and he will continue to
participate in other employee benefit plans that are generally available to
EMCORE employees.
There is
no understanding or arrangement between Mr. Larocca and any other person or
persons with respect to his employment as the Chief Operating Officer and there
are no family relationships between Mr. Larocca and any director or other
executive officer or person nominated or chosen by the Company to become a
director or executive officer. There have been no transactions, nor are there
any currently proposed transactions, to which the Company was or is to be a
participant in which Mr. Larocca or any member of his immediate family had, or
will have, a direct or indirect material interest.
A copy of
the June 4, 2009 press release announcing the promotion of Mr. Larocca to Chief
Operating Officer is furnished as Exhibit 99.1 to this Form 8-K.
Item 9.01. Financial
Statements and Exhibits.
(d) Exhibits
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Exhibit
Number
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Exhibit
Description
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99.1
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Press
Release, dated June 4, 2009, issued by EMCORE
Corporation.
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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.
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EMCORE
CORPORATION
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Dated:
June 4,
2009
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By: /s/ John M.
Markovich
Name:
John M. Markovich
Title: Chief
Financial
Officer
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