<SUBMISSION>
<ACCESSION-NUMBER>0001193125-23-235323
<TYPE>8-K
<PUBLIC-DOCUMENT-COUNT>12
<PERIOD>20230913
<ITEMS>5.02
<FILING-DATE>20230914
<DATE-OF-FILING-DATE-CHANGE>20230914
<FILER>
<COMPANY-DATA>
<CONFORMED-NAME>SEMTECH CORP
<CIK>0000088941
<ASSIGNED-SIC>3674
<IRS-NUMBER>952119684
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>0128
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>8-K
<ACT>34
<FILE-NUMBER>001-06395
<FILM-NUMBER>231255282
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>200 FLYNN ROAD
<CITY>CAMARILLO
<STATE>CA
<ZIP>93012-8790
<PHONE>8054982111
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>200 FLYNN ROAD
<CITY>CAMARILLO
<STATE>CA
<ZIP>93012-8790
</MAIL-ADDRESS>
</FILER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>d537107d8k.htm
<DESCRIPTION>8-K
<TEXT>
SEMTECH CORP false 0000088941 0000088941 2023-09-13 2023-09-13



                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                    FORM 8-K



                                 CURRENT REPORT
                    Pursuant to Section 13 or Section 15(d)
                     of the Securities Exchange Act of 1934

      Date of Report (Date of earliest event reported): September 13, 2023



                              Semtech Corporation
             (Exact name of registrant as specified in its charter)



                                    Delaware
                          (State or other jurisdiction
                               of incorporation)

 001-06395         95-2119684
(Commission       (IRS Employer
File Number)   Identification No.)



             200 Flynn Road
         Camarillo, California             93012-8790
(Address of principal executive offices)   (Zip Code)


                                  805-498-2111
               Registrant’s telephone number, including area code

                                 Not applicable
         (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:

?   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))


Securities registered or to be registered pursuant to Section 12(b) of the
Exchange Act:

                                        Trading              Name of each exchange
    Title of each class                Symbol(s)              on which registered
  Common Stock, par value                SMTC              The Nasdaq Global Select
      $0.01 per share                                               Market


Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule
12b-2 of the Securities Exchange Act of 1934 (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 September 14, 2023, Semtech Corporation, a Delaware corporation (“Semtech” or
the “Company”), announced that Gary Beauchamp, Semtech’s Executive Vice
President and General Manager, Signal Integrity Products Group, will separate
from employment with the Company on September 15, 2023. In connection with his
separation, Mr. Beauchamp and Semtech entered into a Departure and Separation
Agreement dated September 13, 2023 (the “Departure Agreement”).

Pursuant to the Departure Agreement, Mr. Beauchamp has agreed to provide
transition consulting support to Semtech for a period of 12 months following his
separation date and Semtech will pay Mr. Beauchamp separation benefits totaling
$619,172 CAD over the consulting period. Mr. Beauchamp’s restricted stock units
granted by the Company that are outstanding, subject to time/service-based (and
not performance-based) vesting conditions, and scheduled to vest on or before
March 31, 2024 will also accelerate and vest on Mr. Beauchamp’s separation date.
The Departure Agreement also includes a general release of any claims by
Mr. Beauchamp.

--------------------------------------------------------------------------------
                                   SIGNATURES

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.

                           SEMTECH CORPORATION

Date: September 14, 2023   By:      /s/ Emeka N. Chukwu
                           Name:    Emeka N. Chukwu
                           Title:   Chief Financial Officer
</TEXT>
</DOCUMENT>
</SUBMISSION>