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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):
August 19, 2005
Agere Systems Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
1-16397 22-3746606
(Commission File Number) (IRS Employer Identification No.)
1110 American Parkway NE 18109
Allentown, Pennsylvania (Zip Code)
(Address of principal executive offices)
(610) 712-1000
(Registrant's Telephone Number)
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)).
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TABLE OF CONTENTS
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Item 5.02. Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers.
SIGNATURE
Item 5.02. Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers.
On August 25, 2005, the Registrant announced the election, effective
August 23, 2005, of Peter Kelly, Executive Vice President and Chief Financial
Officer. Previously, Mr. Kelly, 48, had been Agere's Executive Vice President,
Operations Group, since October 2001, and Agere's Vice President of Operations
for Integrated Circuits from September 2000 to October 2001. Mr. Kelly joined
Lucent Microelectronics in September 2000 from Fujitsu-ICL Systems Inc., a
joint venture of ICL and Fujitsu that provided computer systems and services
to retailers and banks, where he was Executive Vice President and Chief
Operating Officer. Mr. Kelly had been with Fujitsu-ICL for six years. Mr.
Kelly is on the board of directors of Plexus Corp. (NASDAQ: PLXS) where he is
a member of the audit committee. He is also on the board of the United Way of
the Greater Lehigh Valley and the Lehigh Valley Economic Development
Corporation. He is a fellow of the Chartered Institute of Management
Accountants and has a Bachelor of Science degree in management sciences from
University of Manchester Institute of Science and Technology.
Mr. Kelly replaces John W. Gamble, Jr., who, on August 19, 2005, resigned his
position as Executive Vice President and Chief Financial Officer of the
Registrant and who has accepted a position at another company.
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 hereunto duly authorized.
AGERE SYSTEMS INC.
Date: August 25, 2005 By: /s/ Jean F. Rankin
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Name: Jean F. Rankin
Title: Senior Vice President,
General Counsel and
Secretary