8-K 1 faro8-k61819.htm 8-K Document


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): June 17, 2019  
 
 
 
FARO TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
 
 
 
 
Florida
 
0-23081
 
59-3157093
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
250 Technology Park, Lake Mary, Florida 32746
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (407) 333-9911
N/A
(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):
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
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
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.001
FARO
Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company 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.
☐





Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Addendum to Amended and Restated Employment Agreement with Kathleen J. Hall
On June 17, 2019, FARO Technologies, Inc. (the “Company”) entered into an Addendum to Amended and Restated Employment Agreement with Kathleen J. Hall (the “Addendum”). Pursuant to the terms of the Addendum, which amends the terms of the Amended and Restated Employment Agreement between the Company and Ms. Hall entered into on April 27, 2016 (the “Employment Agreement”), the severance pay that Ms. Hall is entitled to receive if her employment is terminated by the Company other than for cause or disability, by the Company providing written notice of non-extension of the employment period set forth in the Employment Agreement or by Ms. Hall’s resignation for good reason is increased from 12 months of her base salary payable in equal installments over a period of 12 months to 18 months of her base salary payable in equal installments over a period of 18 months.
This summary is not intended to be complete and is qualified in its entirety by reference to the Addendum, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

Item 9.01.     Financial Statements and Exhibits.
(d) Exhibits
EXHIBIT INDEX


SIGNATURE
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.
 
 
 
 
FARO Technologies, Inc.
(Registrant)
 
 
 
June 18, 2019
 
 
 
/s/ Jody S. Gale
 
 
 
 
By:
 
Jody S. Gale
 
 
 
 
Its:
 
Senior Vice President, General Counsel & Secretary