Key Technology Inc. Form 8-K 09-06-05

UNITED STATES
  
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): September 6, 2005


KEY TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)

OREGON
0-21820
93-0822509
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer
Identification No.)

150 Avery Street
Walla Walla, Washington 99362
(Address of principal executive offices) (Zip Code)

(509) 529-2161
(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 (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))
 


 
Item 1.01
Entry into a Material Definitive Agreement
 
On September 6, 2005, Key Technology, Inc. (the "Company") granted pursuant to stock bonus agreements an aggregate of 167,500 shares of the Company's common stock to certain officers of the Company as restricted stock awards under the Company's 2003 Restated Employee's Stock Incentive Plan (the "Plan"). The restricted stock awards were granted to the following officers in the following amounts:

   
Number of Shares
of Restricted Stock Granted
  
 
 
Name  
  
 
Continued
Employment Vesting
  
 
 
Performance Vesting
  
 
John Boutsikaris
    
12,500
    
17,500
  
 
Ronald W. Burgess
    
12,500
    
17,500
  
 
Craig Miller
    
12,500
    
17,500
  
 
Steven J. Miner
          
7,500
  
 
Kirk W. Morton
    
15,000
    
30,000
  
 
James D. Ruff
          
7,500
  
 
Gordon Wicher
          
17,500
  
 
The restrictions on the restricted stock awards under the continued employment grants lapse after periods of approximately 32 - 35 months. The restrictions on the awards under the performance grants lapse on December 31, 2007 subject to continued employment and the achievement of certain goals related to cumulative growth in net income measured during the three consecutive fiscal years that began with the fiscal year in which the agreements were executed.
 
Item 9.01. Financial Statements and Exhibits
 
(d) Exhibits.
 
The following exhibits are furnished with this Current Report on Form 8-K:
 
Exhibit No.  Description
 
10.1 Form of Restricted Stock Bonus Agreement
 
(Continued Employment Vesting)
 
10.2 Form of Restricted Stock Bonus Agreement
 
(Performance Vesting)
 


 
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 thereunto duly authorized.


 
KEY TECHNOLOGY, INC.
 
 
 
/s/ Ronald W. Burgess
 
Ronald W. Burgess
 
Senior Vice President and Chief Financial Officer

Dated: September 12, 2005