Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934


Date of report (Date of earliest event reported): April 12, 2021



(Exact Name of Registrant as Specified in Its Charter)



Delaware   001-37850   30-0509586
(State or Other Jurisdiction of Incorporation)   (Commission File Number)   (I.R.S. Employer Identification Number)


750 University Avenue, Suite 280

Los Gatos, California 95032

(Address of principal executive offices)


(408) 442-5248
(Registrant’s telephone number, including area code)


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:


o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Common stock: Par value $0.001

Trading Symbol(s)


Name of each exchange on which registered

Nasdaq Global Market


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company x


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. x






Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


On April 12, 2021, Sudarsan Srinivasan commenced employment with us as our Vice President of Engineering.


Prior to Atomera, Mr. Srinivasan served as Senior Director and Product Unit Head for Hardware Product Development, Management & Applications at Applied Materials, Inc. from December 2015 to March 2021. Prior to joining Applied Materials, Mr. Srinivasan served in various product management and product development positions for several semiconductor companies, including Fairchild Semiconductor International Inc., Lam Research Corp. and Intel. Mr. Srinivasan holds a bachelor’s in technology degree in metallurgical engineering from the Indian Institute of Technology (Madras) and a Ph.D. in Materials Science & Engineering from North Carolina State University.


Mr. Srinivasan will be paid a base annual salary of $300,000 and is eligible to receive an annual bonus of up to 40% of his base salary based on satisfaction of certain objectives established by our board of directors. Mr. Srinivasan’s employment terms also include standard health and vacation benefits. If Mr. Srinivasan’s employment is terminated by us without cause during the first two years, we will be required to pay Mr. Srinivasan a severance payment equal to six months of his base salary and reimburse Mr. Srinivasan for six months of certain health care costs. In connection with his employment, Mr. Srinivasan entered into an intellectual property assignment and confidentiality agreement that is customary in our industry.


In connection with his appointment, we also granted Mr. Srinivasan options to purchase up to 38,000 shares of our common stock at an exercise price of $23.75 per share. The options vest and first become exercisable over four years in equal quarterly installments, with a one-year cliff.


The foregoing description of Mr. Srinivasan’s terms of employment is not complete and is qualified in its entirety by reference to the full text of our offer letter dated March 26, 2021 with Mr. Srinivasan, a copy of which is filed herewith as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.


We issued a press release on April 14, 2021 announcing our employment of Mr. Srinivasan. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.


Item 9.01     Financial Statements and Exhibits


(d) Exhibits  Method Filing


The following exhibits are filed with this report:


Exhibit Number Exhibit Description Method of Filing
10.1 Offer Letter dated March 26, 2021 between Sudarsan Srinivasan and Atomera Incorporated Filed Electronically herewith
99.1 Press release dated April 14, 2021 announcing the employment of Sudarsan Srinivasan Filed Electronically herewith















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.




Dated: April 14, 2021 /s/ Francis B. Laurencio
  Francis B. Laurencio,
  Chief Financial Officer



























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