Unassociated Document

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 29, 2010

ALIGN TECHNOLOGY, INC.
(Exact Name of Registrant as Specified in Its Charter)

Delaware
 (State or Other Jurisdiction of Incorporation)

0-32259
94-3267295
(Commission File Number)
(IRS Employer Identification No.)

2560 Orchard Parkway, San Jose, California
95131
(Address of Principal Executive Offices)
(Zip Code)

(408) 470-1000
 (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 (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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
 
On September 29, 2010, our Board of Directors approved an amendment to the Align Technology, Inc. 2005 Incentive Plan (the “Plan Amendment”). The Plan Amendment amends Section 17 of the 2005 Incentive Plan by deleting section 17(b)(i) of the Plan in its entirety so that, immediately following this amendment, the 2005 Incentive Plan will no longer provide for an automatic grant of a nonstatutory stock option to purchase 30,000 shares of Align common stock on the date on which an outside director first becomes an outside director.  The Compensation Committee may continue to grant to outside directors all types of awards under the 2005 Incentive Plan, including discretionary awards for outside directors on the date on which an outside director first becomes an outside director.
 
ITEM 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.
Description
10.1
Amended and Restated 2005 Incentive Plan

 
 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated:  October 5, 2010
ALIGN TECHNOLOGY, INC.
   
 
By:
/s/ Roger E. George
   
Roger E. George
   
Vice President, Legal and Corporate Affairs and
General Counsel

 
 

INDEX TO EXHIBITS

Exhibit No.
Description
10.1
Amended and Restated 2005 Incentive Plan