Form 8-K











Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

February 16, 2018

Date of Report (date of earliest event reported)




(Exact name of Registrant as specified in its charter)




State of California   0-26946   94-3125814

(State or other jurisdiction of

incorporation or organization)



File Number)


(IRS Employer

Identification Number)

3560 Bassett Street

Santa Clara, CA 95054

(Address of principal executive offices)

(408) 986-9888

(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:


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

On February 16, 2018, Andres Brugal, Executive Vice President and General Manager, Intevac Photonics, announced his resignation from Intevac, Inc. (the “Company”) effective as of February 16, 2018.

On February 16, 2018, the Company and Mr. Brugal entered into a severance agreement (the “Separation Agreement”) pursuant to which the Company agreed to pay Mr. Brugal $147,500, less applicable withholding. Such amount will be paid in a lump sum. The Separation Agreement contains standard provisions whereby each of Mr. Brugal and the Company releases the other from various possible claims and liabilities. In addition, Mr. Brugal has agreed not to solicit employees of the Company for a period of 12 months following the effective date of the Separation Agreement.

The foregoing description of the Separation Agreement is a summary and is qualified in its entirety by the terms of the Separation Agreement, a copy of which will be filed with the Company’s Quarterly Report on Form 10-Q for the quarter ending March 31, 2018.

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.


            INTEVAC, INC.
Date: February 20, 2018      


      James Moniz
      Executive Vice President, Finance and Administration,
      Chief Financial Officer and Treasurer