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): February 22, 2011

SanDisk Corporation
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction
of incorporation)
 
000-26734
(Commission File No.)
 
77-0191793
(I.R.S. Employer
Identification No.)
 


601 McCarthy Boulevard, Milpitas, California  95035

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (408) 801-1000

N/A

(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))




 
 
 

 
 
 
Item 5.02                      Departure of Directors or Principal Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
 
(e) Compensatory Arrangements of Certain Officers

On February 22, 2011, the Compensation Committee of the Board of Directors of SanDisk Corporation, a company existing under the laws of the State of Delaware (the “Company”), took a number of actions affecting officer compensation, including the approval of bonuses for fiscal year 2010 for each of the Company's named executive officers as follows:
 
Name
Title
2010 Bonus Amount
Dr. Eli Harari
Former Chairman of the Board and Chief Executive Officer
$2,312,500
Sanjay Mehrotra
President and Chief Executive Officer
$1,500,000
Judy Bruner
Executive Vice President, Administration and Chief Financial Officer
$950,000
Yoram Cedar
Executive Vice President and Chief Technology Officer
$730,000
James Brelsford
Senior Vice President and General Counsel
$525,000
Sumit Sadana
Senior Vice President, Strategy and Business
$375,000
 

The Compensation Committee also approved the following base salary amounts for each of the named executive officers below:
 
Name
Title
2011 Base Salary
Judy Bruner
Executive Vice President, Administration and Chief Financial Officer
$540,000
Yoram Cedar
Executive Vice President and Chief Technology Officer
$485,000
James Brelsford
Senior Vice President and General Counsel
$393,750
Sumit Sadana
Senior Vice President, Strategy and Business
$385,000

 
 
 
 
 
 
 
 

 
 
 
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.


Date: February 24, 2011
   
 
SANDISK CORPORATION
     
 
By:
/s/ Judy Bruner 
 
Name:
Judy Bruner
 
Title:
Executive Vice President, Administration and Chief Financial Officer (Principal Financial and Accounting Officer)