SECURITIES AND EXCHANGE COMMISSION
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) |
March 25, 2005 | |||
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| FSI International, Inc. |
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| (Exact name of registrant as specified in its charter) |
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| Minnesota | 0-17276 | 41-1223238 | ||
| (State or other jurisdiction) of incorporation |
(Commission File Number) | (IRS Employer Identification No.) |
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| 3455 Lyman Boulevard |
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| Chaska, Minnesota |
55318 | |||
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| (Address of principal executive offices) |
(Zip Code) | |||
| Registrant’s telephone number, including area code |
(952) 448-5440 | |||
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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:
| 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)) |
| Item 1.01. Entry into a Material Definitive Agreement. | ||||||||
| SIGNATURE | ||||||||
Item 1.01. Entry into a Material Definitive Agreement.
On March 25, 2005, the Compensation Committee of the Board of Directors of FSI International, Inc. (“the Company”) approved the accelerated vesting of all unvested options that have an exercise price of $4.06 or greater held by current employees and officers. The accelerated vesting will affect options with respect to approximately 857,000 shares of the Company’s common stock. The acceleration is effective immediately.
Under the recently issued Financial Accounting Standards Board Statement No. 123R, “Share-Based Payment” (“FAS 123R”), the Company will be required to apply the expense recognition provisions under FAS 123R beginning the Company’s first quarter of fiscal 2006. The Company believes that accelerating the vesting of the identified stock options will reduce the Company’s compensation charge in periods subsequent to August 27, 2005.
SIGNATURE
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.
| FSI INTERNATIONAL, INC. |
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| By /s/ Patricia M. Hollister | ||||
| Patricia M. Hollister | ||||
| Chief Financial Officer | ||||
Date: March 25, 2005