SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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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 November 22, 2019, the Board of Directors of Varian Medical Systems, Inc. (the “Company”) appointed Dr. Michelle Le Beau, Professor of Medicine, University of Chicago, to the Board effective November 27, 2019. In addition, effective November 27, 2019, Dr. Le Beau was appointed to the Ethics & Compliance Committee and the Nominating & Corporate Governance Committee.
Dr. Le Beau is not a party to any current or proposed transaction with the Company for which disclosure is required under Item 404(a) of Regulation S-K.
In accordance with the Company’s current program for compensation of non-employee directors, Dr. Le Beau is eligible to receive an annual cash retainer in the amount of $100,000 and equity compensation in the form of restricted stock units for shares of the Company’s common stock having a value of $180,000. For 2019, Dr. Le Beau will receive a cash retainer of $9,589 and equity compensation in the form of restricted stock units for shares of the Company’s common stock having a value of $15,822, which reflect her partial year of service for 2019. The equity compensation is expected to be granted on February 14, 2020.
On November 27, 2019, the Company issued a press release regarding the appointment of Dr. Le Beau to the Board, a copy of which is attached as Exhibit 99.1 and incorporated by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1 | Press Release entitled “Dr. Michelle Le Beau Named to Varian Board of Directors” dated November 27, 2019. |
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SIGNATURES
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.
| Varian Medical Systems, Inc. | ||
| By: | /s/ John W. Kuo | |
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Name: Title: |
John W. Kuo Senior Vice President, General Counsel and Corporate Secretary | |
Dated: November 27, 2019
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