UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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)
November 16, 2016
PCTEL, Inc.
(Exact name of registrant as specified in its charter)
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Delaware |
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000-27115 |
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77-0364943 |
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(State or Other Jurisdiction of Incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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471 Brighton Drive
Bloomingdale, Illinois 60108
(Address of Principal Executive Offices, including Zip Code)
(630) 372-6800
(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 (see General Instruction A.2. below):
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Written communications 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(b)) |
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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)) |
Section 5 – Corporate Governance and Management
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
Named Executive Officer Base Salary
On November 16, 2016, the Compensation Committee of the Board of Directors of PCTEL, Inc. (the “company” or “PCTEL”) approved an increase effective January 1, 2017 in the base salary of each of the following named executive officers of the company in connection with their respective promotions:
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Officer Name |
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New Title |
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Current Base Salary |
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Base Salary Effective January 1, 2017 |
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Rishi Bharadwaj |
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Senior Vice President and General Manager, Connected Solutions |
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$ |
227,000 |
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$ |
270,000 |
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Jeffrey A. Miller |
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Senior Vice President and General Manager, RF Solutions |
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$ |
231,000 |
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$ |
270,000 |
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Mr. Rishi Bharadwaj served as the Vice President and General Manager of the Connected Solutions segment and was promoted to Senior Vice President. Mr. Jeffrey Miller was named the successor to Mr. David Neumann as the General Manager of the RF Solutions segment.
Increases in Maximum Potential Bonus Under 2017 Short Term Incentive Plan
On November 16, 2016, also in connection with their promotions, the Compensation Committee approved a change in the maximum potential bonus that Mr. Bharadwaj and Mr. Miller may earn under the company’s Short Term Incentive Plan based on their respective 2017 performance, as indicated below:
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Officer Name |
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Maximum Bonus as a Percentage of 2016 Salary |
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Maximum Bonus as a Percentage of 2017 Salary |
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Rishi Bharadwaj |
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100% |
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115% |
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Jeffrey A. Miller |
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N/A(1) |
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115% |
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Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: November 21, 2016
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PCTEL, INC |
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By: |
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/s/ John W. Schoen |
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John W. Schoen |
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Senior Vice President and Chief Financial Officer |