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
Date of
report (Date of earliest event reported): October 7, 2010
____________________
Tegal
Corporation
(Exact
name of Registrant as Specified in its Charter)
Delaware
(State or
other jurisdiction
of
incorporation)
000-26824
(Commission
File
Number)
68-0370244
(I.R.S.
Employer
Identification
No.)
2201
South McDowell Boulevard
Petaluma,
CA 94954
(Address
of Principal Executive Offices)
(707)
763-5600
(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):
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Written
communication pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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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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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.01. Entry into a Material Definitive Agreement
On
October 7, 2010, the Compensation Committee (the “Compensation Committee”) of
the Board of Directors of Tegal Corporation (the “Company”), approved the
issuance of 350,000 restricted stock units under the 2007 Equity Incentive Plan
(the “Plan”) to Thomas R. Mika, Chief Executive Officer of the Company, The
350,000 restricted stock units will vest: 38,489 cliff vesting on November 5,
2010, 262,500 cliff vesting at one year anniversary dates from November 5, 2010
through November 5, 2013, and 49,011 cliff vesting on November 5,
2014.
And
215,181 restricted stock units to Christine Hergenrother, Chief Financial
Officer of the Company. The 215,181 restricted stock units will vest:
16,495 cliff vesting on November 5, 2010, 161,385 cliff vesting at one year
anniversary dates from November 5, 2010 through November 5, 2013, and 37,301
cliff vesting on November 5, 2014.
The
vesting of the restricted stock units will be accelerated in the event of a
change of control of the Company. Each restricted stock unit will
entitle the executives to receive one share of common stock of the
Company. The shares of the Company’s common stock distributable
pursuant to the restricted stock units will be distributed upon
vesting. The executives will have no voting or dividend rights prior
to the time when the Company’s common stock is distributed pursuant to the
restricted stock units.
SIGNATURES
Pursuant to the requirements of the
Securities Exchange Act 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned hereunto duly authorized.
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Date: October
8, 2010
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TEGAL
CORPORATION
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By:
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/s/
Christine Hergenrother |
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Name:
Title:
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Christine
Hergenrother
Chief
Financial Officer
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