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PEREGRINE SEMICONDUCTOR CORP FILES (8-K) Disclosing Change in Directors or Principal Officers
[September 23, 2014]

PEREGRINE SEMICONDUCTOR CORP FILES (8-K) Disclosing Change in Directors or Principal Officers


(Edgar Glimpses Via Acquire Media NewsEdge) Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.

(b) On September 17, 2014, Peregrine Semiconductor Corporation (the "Company") received the resignation of Carl N. Burrow, the Vice President of Worldwide Sales and Applications, effective on October 1, 2014.

As previously announced, the Company, Murata Electronics North America, Inc.

("Parent"), and PJ Falcon Acquisition Company, Limited, a wholly-owned subsidiary of Parent ("Purchaser"), have entered into an Agreement and Plan of Merger (the "Merger Agreement"), pursuant to which Purchaser will merge with and into the Company, with the Company surviving as a wholly-owned subsidiary of Parent (the "Merger").



In connection with Mr. Burrow's resignation, we entered into a transition agreement pursuant to which he will provide consulting services for up to eight hours or one day per week, for which he will be paid $2,000 per week. Provided that Mr. Burrow continues to provide the foregoing consulting services through the earlier of (a) the closing of the Merger, or (b) December 21, 2014, he will become entitled to vest in an additional 6,000 shares subject to stock option granted in February 2014, and receive a pro-rata portion of his 2014 cash incentive target bonus per the terms of the Merger Agreement.

Mr. Burrow's release with the Company and consulting agreement are attached hereto as Exhibits 10.1 and 10.2, respectively.


Item 9.01. Financial Statements and Exhibits.

(d) Exhibits Exhibit No. Description 10.1 Release with Carl N. Burrow dated September 19, 2014.

10.2 Consulting Agreement --------------------------------------------------------------------------------

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