TERADYNE, INC false 0000097210 0000097210 2020-11-10 2020-11-10












Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): November 10, 2020




(Exact Name of Registrant as Specified in Charter)




Massachusetts   001-06462   04-2272148

(State or Other Jurisdiction

of Incorporation)



File Number)


(IRS Employer

Identification No.)


600 Riverpark Drive, North Reading, MA   01864
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code (978) 370-2700

(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):


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))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class





Name of each exchange

on which registered

Common Stock, par value $0.125 per share   TER   Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 November 10, 2020, Teradyne, Inc. (‘Teradyne”) announced the retirement of Roy Vallee from Teradyne’s Board of Directors (the “Board”) effective at the 2021 Annual Meeting of Shareholders that is expected to be held in May 2021. Mr. Vallee will continue on the Board and as Board Chair until the 2021 Annual Meeting of Shareholders.


Item 8.01.

Other Events.

On November 10, 2020, the Company issued a press release announcing the retirement of Mr. Vallee from the Board effective at the 2021 Annual Meeting of Shareholders. A copy of the press release is attached hereto as Exhibit 99.1.


Item 9.01.

Financial Statements and Exhibits.

(d)    Exhibits


99.1    Press Release issued by Teradyne, Inc. on November 10, 2020.
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)


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 thereunto duly authorized.


Dated: November 10, 2020     By:  

/s/ Sanjay Mehta

    Name:   Sanjay Mehta
    Title:   V.P., Chief Financial Officer and Treasurer

Exhibit 99.1


For more information, contact:
Andy Blanchard
Investor Relations

Tel 978.370.2425


Roy Vallee to Retire from Teradyne’s Board of Directors in 2021

NORTH READING, Mass. – November 10, 2020 – Teradyne, Inc. (NASDAQ:TER) announced today that Roy Vallee, Teradyne Chairman of the Board of Directors and a member of the Compensation, and Nominating and Governance Committees, will retire from the Board effective at the 2021 annual meeting of shareholders that is expected to be held in May 2021. Mr. Vallee will serve out the remainder of his term as Chair and the Board will elect a new Chair following the 2021 annual meeting of shareholders.

“Roy is a tremendous Board member whose leadership and wise counsel for over 20 years, the last six as Board Chair, have enabled Teradyne to thrive and grow,” said Mark Jagiela, Teradyne President and CEO. “His business acumen, integrity, and high standards have been valuable assets to the Board and our executive team. We thank Roy for his years of service and wish him well in his future pursuits.”

About Teradyne

Teradyne (NASDAQ:TER) brings high-quality innovations such as smart devices, life-saving medical equipment and data storage systems to market, faster. Its advanced test solutions for semiconductors, electronic systems, wireless devices and more ensure that products perform as they were designed. Its Industrial Automation offerings include collaborative and mobile robots that help manufacturers of all sizes improve productivity and lower costs. In 2019, Teradyne had revenue of $2.3 billion and today employs 5,500 people worldwide. For more information, visit teradyne.com. Teradyne® is a registered trademark of Teradyne, Inc. in the U.S. and other countries.