Item 5.02.  Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 8, 2021, Christine King notified the Board of Directors (the
"Board") of Allegro MicroSystems, Inc. (the "Company") of her decision to resign
from the Board and the Audit and Compensation Committees of the Board, effective
upon the election of her successor. Ms. King's resignation is not the result of
any disagreement between Ms. King and the Company or its management on any
matter relating to the Company's operations, policies or practices.
On November 9, 2021, at the recommendation of the Nominating and Corporate
Governance Committee of the Board, the Board elected Susan Lynch to the Board as
a Class III Director, effective immediately, to serve until the Company's 2023
annual meeting of stockholders and until her successor is duly elected and
qualified. The Board also appointed Ms. Lynch to serve on its Audit Committee.
The Board has determined that Ms. Lynch qualifies as an independent director
pursuant to Rule 10A-3 under the Securities Exchange Act of 1934, as amended,
and the rules of The Nasdaq Stock Market. The Board has also determined that Ms.
Lynch qualifies as an "audit committee financial expert" as defined by the
applicable Securities and Exchange Commission ("SEC") regulations.
Ms. Lynch was elected to the Board pursuant to and as set forth in Section 2(c)
of the Stockholders Agreement, dated as of September 30, 2020, by and among the
Company, OEP SKNA, L.P. and Sanken Electric Co., Ltd.
In connection with her appointment, the Company entered into an indemnification
agreement with Ms. Lynch providing for the indemnification of and advancement of
expenses permitted by Delaware law for claims, suits or proceedings arising out
of a director's service to the Company.
Ms. Lynch will receive the same fees for her service as the Company's other
independent directors and members of the Audit Committee of the Board, which
fees were disclosed in the Company's definitive proxy statement filed with the
SEC on July 2, 2021. Annual cash compensation and restricted stock awards will
be pro-rated from the date of Ms. Lynch's election to the Board.
Item 7.01.  Regulation FD Disclosure.
A copy of the Company's press release announcing the election of Ms. Lynch to
the Board is attached hereto as Exhibit 99.1.
The information set forth in this Item 7.01, including Exhibit 99.1, is being
furnished and shall not be deemed "filed" for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise
subject to the liabilities of that Section. The information in this Item 7.01,
including Exhibit 99.1, shall not be deemed incorporated by reference into any
filing under the Securities Act of 1933, as amended, or the Exchange Act, except
as shall be expressly set forth by specific reference in such a filing.
Item 9.01.  Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.                        Description
Exhibit 99.1                         Press Release issued by Allegro MicroSystems, Inc. on November
                                   10, 2021
Exhibit 104                        Cover Page Interactive Data File (formatted as Inline XBRL and
                                   contained in Exhibit 101).



--------------------------------------------------------------------------------

© Edgar Online, source Glimpses