UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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):
November 18, 2005
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THERMO ELECTRON CORPORATION
(Exact name of Registrant as specified in its Charter)
Delaware 1-8002 04-2209186
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer Identification
incorporation or organization) Number)
81 Wyman Street, P.O. Box 9046
Waltham, Massachusetts 02454-9046
(Address of principal executive offices) (Zip Code)
(781) 622-1000
(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 November 17, 2005, the Compensation Committee of the Board of Directors
of Thermo Electron Corporation (the "Company") approved, and the Company and
Marijn E. Dekkers, the Company's chief executive officer, entered into, a letter
agreement dated as of November 17, 2005, in order to comply with the proposed
regulations issued by the Internal Revenue Service and the Treasury Department
under Section 409A of the Internal Revenue Code, that amended Mr. Dekkers'
Amended and Restated Employment Agreement dated as of November 21, 2002, as
amended, to provide that any payments that may be made to him in the nature of
severance pay will be made by the Company in a lump sum within thirty days of
termination of employment.
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 thereunto duly authorized, on this 18th day of November, 2005.
THERMO ELECTRON CORPORATION
By: /s/ Seth H. Hoogasian
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Seth H. Hoogasian
Vice President, General Counsel and
Secretary