SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): November 2, 2017
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5200 Illumina Way, San Diego, California
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 2, 2017, the Board of Directors (the “Board”) of Illumina, Inc. (the “Company”) increased the size of the Board from nine to ten members and elected Gary S. Guthart, Ph.D., to serve on the Board beginning December 1, 2017. Dr. Guthart has been assigned to serve in the class of directors standing for election at the Company’s 2018 annual meeting of stockholders, which currently includes Blaine Bowman, Jay Flatley, and John Thompson, and, consistent with the Company’s Corporate Governance Guidelines, Dr. Guthart will stand for election by the Company’s stockholders at the Company’s 2018 annual meeting of stockholders to serve for a three-year term commencing with such meeting. There is no arrangement or understanding between Dr. Guthart and any other person pursuant to which he was selected as a director. In addition, Dr. Guthart is not a party to any transaction with the Company reportable under Item 404(a) of Regulation S-K under the Securities Act of 1933. Dr. Guthart will participate in the non-employee director compensation programs described under “Director Compensation” in the Company’s proxy statement filed on April 14, 2017.
A copy of the press release announcing the appointment of Dr. Guthart is attached as Exhibit 99.1 to this Current Report on Form 8-K.
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.
November 8, 2017
/s/ CHARLES E. DADSWELL
Charles E. Dadswell
Senior Vice President, General Counsel and Secretary
Press release dated November 8, 2017
Illumina Names Gary S. Guthart, Ph.D., to its Board of Directors, Adding Decades of Leadership Experience in Healthcare
SAN DIEGO - (BUSINESS WIRE) - November 8, 2017 - Illumina, Inc. (NASDAQ: ILMN) announced today that Gary S. Guthart will join the company’s Board of Directors on December 1, 2017. Dr. Guthart is President and Chief Executive Officer of Intuitive Surgical, a global leader in the field of robotic-assisted minimally invasive surgery.
Dr. Guthart joined Intuitive Surgical in April 1996 and has served as the Chief Executive Officer since January 2010. In July 2007, he was promoted to President, having assumed the role of Chief Operating Officer in February 2006. Prior to joining Intuitive Surgical, he was part of the core team developing the foundational technology for computer-enhanced surgery at SRI International (formerly Stanford Research Institute). Dr. Guthart served as a member of the Board of Directors of Affymetrix, Inc. from May 2009 until its acquisition by Thermo Fisher Scientific Inc. in March 2016.
“Gary is a talented leader who adds a tremendous breadth of industry knowledge and experience
to our exceptional board of directors,” said Francis deSouza, Illumina President and Chief Executive Officer. “He will bring leadership, strategy and policy expertise in the healthcare sector as Illumina continues to drive adoption of genomics in clinical markets.”
Dr. Guthart received a B.S. in Engineering from the University of California, Berkeley and an M.S. and a Ph.D. in Engineering Science from the California Institute of Technology.
Illumina is improving human health by unlocking the power of the genome. Our focus on innovation has established us as the global leader in DNA sequencing and array-based technologies, serving customers in the research, clinical and applied markets. Our products are used for applications in the life sciences, oncology, reproductive health, agriculture, and other emerging segments. To learn more, visit www.illumina.com and follow @illumina.
Jacquie Ross, CFA