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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): April 1, 2009
iROBOT CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
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000-51598
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77-0259335 |
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(Commission File Number)
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(IRS Employer Identification No.) |
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8 Crosby Drive, Bedford, Massachusetts
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01730 |
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(Address of Principal Executive Offices)
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(Zip Code) |
Registrants telephone number, including area code: (781) 430-3000
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) |
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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)) |
TABLE OF CONTENTS
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Item 5.02 |
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers. |
On April 1, 2009, iRobot Corporation (the Company) appointed Jeffrey A. Beck as president of
its home robots division. Prior to joining the Company, Mr. Beck, age 46, served at AMETEK
Corporation as Senior Vice President and General Manager, Aerospace & Defense from 2008 to 2009 and
as Vice President & General Manager, Power Systems and Instruments Division from 2004 to 2008.
From 1996 to 2004, Mr. Beck served in a number of positions at Danaher Corporation, including
President, Danaher Precision Systems Division and Vice President of Sales, Kollmorgen I&C Division.
Mr. Beck holds a B.S. in Mechanical Engineering from the New Jersey Institute of Technology and an
M.B.A. from Boston University.
In connection with his appointment, Mr. Beck and the Company have entered into an executive
agreement and an indemnification agreement, the forms of which are attached as exhibits to the
Companys annual report on Form 10-K and are incorporated herein by reference. Mr. Beck will
receive an annual base salary of approximately $325,000 and will receive a 2009 bonus under the
Companys Senior Executive Incentive Compensation Program equal to 65% of his total base
compensation earned in 2009. In addition, subject to the approval of the Board of Directors, on
April 24, 2009 (the Grant Date), Mr. Beck will be granted a stock option exercisable for 150,000
shares of the Companys common stock at the closing price on the Grant Date and 35,000 restricted
stock units. The stock option will vest 25% on the first anniversary of the Grant Date and
quarterly over the following three years, and the restricted stock units will vest 25% on each
anniversary of the Grant Date.
Item 7.01 Regulation FD Disclosure.
On March 30, 2009, the Company issued a press release, a copy of which is being furnished as
Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Item 7.01 and Exhibit 99.1 attached hereto is intended to be furnished
and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934
(the Exchange Act) or otherwise subject to the liabilities of that section, nor shall it be
deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange
Act, except as expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
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(d) |
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Exhibits: |
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99.1 |
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Press Release issued by the registrant on March 30, 2009,
furnished herewith. |
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.
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iRobot Corporation
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April 2, 2009 |
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/s/ Glen D. Weinstein
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Name: |
Glen D. Weinstein |
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Title: |
General Counsel and
Secretary |
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EXHIBIT INDEX
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Exhibit Number |
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Description |
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99.1
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Press Release issued by the registrant on March 30, 2009, furnished herewith. |
exv99w1
Exhibit 99.1
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Contacts: |
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Elise Caffrey
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Nancy Smith |
Investor Relations
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Media Relations |
iRobot Corp.
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iRobot Corp. |
(781) 430-3003
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(781) 430-3323 |
ecaffrey@irobot.com
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nsmith@irobot.com |
iRobot Names Jeffrey Beck President and General Manager of its Home Robots Division
BEDFORD, Mass., March 30, 2009 iRobot Corp. (Nasdaq: IRBT) today announced that Jeffrey A. Beck
has joined the company as president and general manager of its Home Robots division. In this role,
Beck will be responsible for all aspects of the divisions global strategy, product development and
operations. He will report directly to Colin Angle, chairman and chief executive officer.
Jeffs experience as a general manager and passion for growing businesses has provided him with
the tools to successfully lead our Home Robots division, said Angle. We are excited that Jeff is
joining iRobot, as he and the team will continue to expand the companys global portfolio of home
products and deliver on our promise of creating practical robots that make a meaningful difference
in peoples lives.
iRobots acclaimed line of home robots includes the iRobot Roomba® vacuum cleaning robot, iRobot
Scooba® floor washing robot, iRobot Dirt Dog® shop sweeping robot, iRobot Verro® pool cleaning
robot and iRobot Looj gutter cleaning robot.
Beck brings more than 20 years of high-technology leadership to iRobot. Most recently, he served as
senior vice president and general manager of the aerospace and defense division of AMETEK, Inc.
This business serves the global aerospace and defense markets with highly differentiated products
and services from over 20 operating sites in North America, Europe and Asia.
I am very excited to join iRobot. This is the time when the development of consumer robotics and
related technologies has advanced to the point where products can effectively and reliably execute
tasks that were unthinkable just a few years ago, said Beck. Consumers are increasingly receptive
to the delegation of tasks to robotic solutions. iRobot is well positioned to extend its leadership
in this growing industry.
Previously, Beck held senior management positions at Danaher Corporation and Emerson Electric
Corporation. At Danaher, Beck oversaw the growth of the companys Precision Systems division, which
manufactured high-precision robotic, electromechanical systems used in a variety of high-tech
manufacturing and laboratory environments. Beck holds a bachelors degree in mechanical engineering
from the New Jersey Institute of Technology and a masters degree in business administration from
Boston University.
iRobot Corporation
8 Crosby Drive, Bedford, MA 01730-1402 781.430.3000 Fax 781.430.3001 www.irobot.com
About iRobot Corp.
iRobot designs and builds robots that make a difference. The companys home robots help people find
smarter ways to clean, and its government and industrial robots help protect those in harms way.
iRobots consumer and military robots feature iRobot AWARE robot intelligence systems, proprietary
technology incorporating advanced concepts in navigation, mobility, manipulation and artificial
intelligence. For more information about iRobot, please visit www.irobot.com.
For iRobot Investors
Certain statements made in this press release that are not based on historical information are
forward-looking statements which are made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. This press release contains express or implied
forward-looking statements relating to, among other things, iRobot Corp.s expectations concerning
product development and marketing plans. These statements are neither promises nor guarantees, but
are subject to a variety of risks and uncertainties, many of which are beyond our control, which
could cause actual results to differ materially from those contemplated in these forward-looking
statements. In particular, the risks and uncertainties include, among other things: our ability to
enhance our current consumer robots or develop new consumer robots, and our ability to expand our
product offering beyond our current markets. Existing and prospective investors are cautioned not
to place undue reliance on these forward-looking statements, which speak only as of the date
hereof. iRobot Corp. undertakes no obligation to update or revise the information contained in
this press release, whether as a result of new information, future events or circumstances or
otherwise. For additional disclosure regarding these and other risks faced by iRobot Corp., see
the disclosure contained in our public filings with the Securities and Exchange Commission
including, without limitation, our most recent Annual Report on Form 10-K.
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iRobot Corporation
8 Crosby Drive, Bedford, MA 01730-1402 781.430.3000 Fax 781.430.3001 www.irobot.com