LINEAR TECHNOLOGY CORP /CA/
8-K, 2001-01-11
SEMICONDUCTORS & RELATED DEVICES
Previous: PENNROCK FINANCIAL SERVICES CORP, 8-K, EX-99, 2001-01-11
Next: LINEAR TECHNOLOGY CORP /CA/, 8-K, EX-2.1, 2001-01-11




                       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): January 2, 2001



                          LINEAR TECHNOLOGY CORPORATION
             (Exact name of registrant as specified in its charter)

          Delaware                     0-14864                  94-2778785
(State or other jurisdiction   (Commission File Number)      (I.R.S. Employer
      of incorporation)                                      Identification No.)


                             1630 McCarthy Boulevard
                           Milpitas, California 95035
                    (Address of principal executive offices)

                                 (408) 432-1900
              (Registrant's telephone number, including area code)


<PAGE>


ITEM 5.  OTHER EVENTS

         Effective  January 2, 2001,  the  Registrant  has  changed its state of
incorporation  from  California  to  Delaware.  This  change  in  its  state  of
incorporation  was  approved by the  holders of a majority  of the  Registrant's
outstanding  shares  of  Common  Stock at the  Registrant's  annual  meeting  of
shareholders on November 8, 2000.

         Upon  reincorporation  in the State of Delaware,  the Registrant merged
into  and  is   continuing   its  business  as  a  Delaware   corporation.   The
reincorporation  will  not  result  in  any  change  in the  Registrant's  name,
business,  assets or  liabilities,  will not cause  the  Registrant's  corporate
headquarters  or other  facilities  to be  moved  and  will  not  result  in any
relocation of management or other employees.

         Shareholders will not be required to undertake a mandatory  exchange of
the  Registrant's   shares.   Certificates  for  the  Registrant's  shares  will
automatically  represent an equal  number of shares in the Delaware  corporation
upon completion of the merger.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

         (c)      Exhibits.



         Exhibit
          Number                            Description
          ------                            -----------

         2.1               Agreement  and Plan of Merger  of  Linear  Technology
                           Corporation,  a  Delaware  corporation,   and  Linear
                           Technology Corporation, a California corporation.




<PAGE>



                                    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.

                           LINEAR TECHNOLOGY CORPORATION
                           (Registrant)


Date: December 22, 2000    By: /s/ Paul Coghlan
      ------------------   ---------------------------------------------------
                           Paul Coghlan
                           Vice President, Finance and Chief Financial Officer

                                      -2-

<PAGE>



                                  EXHIBIT INDEX

         Exhibit
          Number                           Description
          ------                           -----------

         2.1               Agreement  and Plan of Merger  of  Linear  Technology
                           Corporation,  a  Delaware  corporation,   and  Linear
                           Technology Corporation, a California corporation.


                                      -3-


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission