Washington, DC 20549







Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

August 28, 2018



Lattice Semiconductor Corporation

(Exact name of registrant as specified in its charter)




Delaware   000-18032   93-0835214

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

111 SW Fifth Ave, Suite 700

Portland, Oregon 97204

(Address of principal executive offices, including zip code)

(503) 268-8000

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)



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 (see General Instruction A.2. below):


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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405) or Rule 12b-2 or the Exchange Act (17 CFR 240.12b-2).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐




Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 28, 2018, Lattice Semiconductor Corporation (the “Company”) announced that it plans to undertake a search for a new Chief Financial Officer. The Company anticipates that Max Downing, the Company’s current Chief Financial Officer, will remain in his current role until it appoints a successor and that Mr. Downing will assist with an orderly transition through the filing of the Company’s Annual Report on Form 10-K. The Company plans to retain a new CFO prior to the end of February 2019. The Company has agreed to provide Mr. Downing with enhanced compensation for each month in which he remains with the Company during the transition period.


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.


Date: August 28, 2018     By:  

/s/ Byron W. Milstead


Byron W. Milstead

Corporate Vice President, General Counsel and Corporate Secretary