Coherent Corp.

On August 31, 2023, the Board of Directors of Coherent Corp. (the “Company”) appointed Ilaria Mocciaro the principal accounting officer of Coherent, effective September 1, 2023. Ms. Mocciaro joined the Company on February 13, 2023 as its Senior Vice President, Chief Accounting Officer, and Corporate Controller. From 2020 to 2022, Ms. Mocciaro, age 52, was the Vice President, Chief Accounting Officer and Controller of CDW Corporation. From 2016 to 2020 she was the Senior Vice President, Chief Accounting Officer and Global Controller at Anixter International Inc., where she helped close the sale of Anixter International Inc. to WESCO International, Inc. From 2011 to 2016 she was the Chief Accounting Officer of the agricultural and construction equipment segments at CNH Industrial N.V. - after serving as Director of Accounting and Reporting.

Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers. (e) Dr. Vincent D. Mattera, Jr., Chief Executive Officer of II-VI Incorporated (the “Company”), previously entered into an amended and restated employment agreement with the Company dated January 26, 2020 in connection with his service as the Company’s Chief Executive Officer (the “2020 Agreement”), which, among other things, extended his employment term and updated his compensation arrangements to reflect the changes in the Company as a result of its September 2019 acquisition of Finisar Corporation. The 2020 Agreement included an initial employment term that ends on August 1, 2023 and automatic one-year renewal terms thereafter. On August 23, 2022, Dr.

In accordance with the terms of the Merger Agreement, as of the Effective Time, the Board of Directors of the Company (the “Board of Directors”) appointed as members of the Board of Directors two designees of Coherent who had been serving as members of Coherent’s board of directors. Specifically, the Board of Directors appointed Stephen A. Skaggs and Sandeep S. Vij as members of the Board of Directors effective as of the Effective Time. Mr. Skaggs will serve as a Class Three Director with a term expiring in 2023, and Mr. Vij will serve as a Class Three Director with a term expiring in 2023. Mr. Skaggs served as a member of Coherent’s board of directors from 2013 through the Effective Time. Mr. Skaggs has been a private investor since April 2016. He currently also serves as a member of the board of directors and chair of the audit committee of IDEX Biometrics, ASA.

On July 21, 2021, II-VI Incorporated (the “Company”) announced that Jo Anne Schwendinger, the Company’s Chief Legal and Compliance Officer and Corporate Secretary, intended to retire from her position with the Company as of a date in 2022 to be determined. Ms. Schwendinger’s retirement became effective on March 6, 2022. On that date, Ronald Basso became Chief Legal and Compliance Officer, Corporate Secretary, and an executive officer of the Company. Mr. Basso joined the Company in October 2019 as its Vice President, Business Development.

On February 17, 2022, the Board of Directors (the “Board”) of II-VI Incorporated (the “Company”) considered and accepted the resignation of Rear Admiral Marc Y.E. Pelaez (Retired) from the Board and all committees thereof pursuant to the Company’s mandatory retirement policy for directors included in the Company’s Corporate Governance Guidelines, effective February 18, 2022. To the Company’s knowledge, Rear Admiral Pelaez did not resign as a result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

On November 19, 2021, the Board of Directors of II-VI Incorporated (the “Company”) elected Lisa Neal-Graves to serve as a member of the Board of Directors, effective November 22, 2021. Ms. Neal-Graves will serve as a Class Two Director. The Board of Directors has determined that Ms. Neal-Graves qualifies as an independent director under Nasdaq listing standards and related rules and regulations of the Securities and Exchange Commission. Ms. Neal-Graves has not been appointed to any committees of the Board of Directors at this time. Ms. Neal-Graves, 58, has served as Principal of LMNG Innovations, LLC, a provider of consulting services to the technology industry, since 2020. Ms.

On August 16, 2021, the Company announced that Francis J. Kramer, the Company’s current Board Chair and former CEO, will transition to Chair Emeritus while continuing as a director, effective immediately following the annual meeting of II-VI shareholders in November, 2021, and that Dr. Vincent D. Mattera, Jr., II-VI’s current Chief Executive Officer and a director, will become Chair of II-VI’s board of directors at that time. Rear Admiral Marc Y.E. Pelaez (retired) will continue to serve as Lead Independent Director on the Company’s Board. The Company’s press release with respect to this change is attached hereto as Exhibit 99.1 and incorporated herein by reference.

On July 20, 2021, Jo Anne Schwendinger announced her intention to retire from her position as Chief Legal and Compliance Officer and Corporate Secretary of II-VI Incorporated. Ms. Schwendinger’s retirement is expected to be effective in 2022 as of a date to be determined. Ms. Schwendinger is expected to remain in her current role until such date in order to assist with an orderly transition.

Effective March 31, 2021, immediately following the closing of the Initial Investment, the Board of Directors appointed Stephen Pagliuca to serve as a member of the Board of Directors. Mr. Pagliuca will serve in the class of directors with terms expiring in 2021. Mr. Pagliuca has not been appointed to any committees of the Board of Directors at this time. Mr. Pagliuca, age 66, is a Managing Director of Bain Capital Private Equity, LP, a global private equity firm, and Co-Chairman of Bain Capital, LP. He is also a Managing Partner and co-owner of the Boston Celtics basketball franchise. Mr. Pagliuca joined Bain & Company in 1982, and founded the Information Partners private equity fund for Bain Capital in 1989. Prior to joining Bain, Mr. Pagliuca worked as a senior accountant and international tax specialist for Peat Marwick Mitchell & Company in the Netherlands. Mr.

On February 26, 2021, the Board of Directors of II-VI Incorporated (the “Company”) elected David L. Motley to serve as a member of the Board of Directors, effective immediately. Mr. Motley will serve as a Class Three Director. The Board of Directors has determined that Mr. Motley qualifies as an independent director under Nasdaq listing standards and related rules and regulations of the Securities and Exchange Commission. Mr. Motley has not been appointed to any committees of the Board of Directors at this time. Mr. Motley, 62, has served as Managing Partner with BlueTree Venture Fund, a venture fund focused on early-stage life science and information technology opportunities, since 2012. Mr.

II-VI Incorporated (the “Company”) held its Annual Meeting of Shareholders on November 9, 2020 (the “Annual Meeting”). At the Annual Meeting, the Company’s shareholders approved the Amendment and Restatement of the II-VI Incorporated 2018 Omnibus Incentive Plan to add shares (the “Amended and Restated 2018 Plan”). A summary of the Amended and Restated 2018 Plan was included in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on September 29, 2020 (the “2020 Proxy Statement”) under the section titled “Approval of the Amendment and Restatement of the 2018 Omnibus Incentive Plan to Add Shares (Proposal 3)” and is incorporated herein by reference.

Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers. On May 29, 2020, Jerry S. Rawls resigned from the Board of Directors of II-VI Incorporated (the “Company”), and all committees thereof, pursuant to the requirement in the Company’s Corporate Governance Guidelines that a director tender his or her resignation upon conclusion of the last regularly scheduled Board meeting prior to the director completing his or her 75th year. To the Company’s knowledge, Mr. Rawls did not resign as a result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices. As a result of Mr. Rawls’s resignation, Marc Y.E. Palaez was reassigned by the Board from his position as a Class One director to a position as a Class Three director, effective May 29, 2020.

Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers. (e) Dr. Vincent D. Mattera, Jr., Chief Executive Officer of II-VI Incorporated (the “Company”), previously entered into an amended and restated employment agreement with the Company dated August 1, 2016 in connection with his initial appointment to the position of Chief Executive Officer (the “2016 Agreement”). The 2016 Agreement included an initial employment term that ended on August 1, 2019 and automatic one-year renewal terms thereafter. The term of the 2016 Agreement was scheduled to expire on August 1, 2020. Dr. Mattera and the Company entered into an amended and restated employment agreement (the “Amended Agreement”) effective as of January 26, 2020 which replaces the 2016 Agreement.

Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers. On December 23, 2019, Robert N. Stephens submitted his resignation from the Board of Directors of II-VI Incorporated (the “Company”) and all committees thereof, which resignation was accepted by the Board of Directors of the Company effective December 31, 2019. To the Company’s knowledge, Mr. Stephens did not resign as a result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

to the Original Form 8-K and to refile Exhibit 10.1 originally filed with the Original Form 8-K in order to correct a typographical error in that exhibit. This Amendment speaks as of the filing date of the Original Form 8-K. Except for the changes to

In accordance with the terms of the Merger Agreement, as of the Effective Time, the Board of Directors of the Company (the “Board of Directors”) appointed as members of the Board of Directors three designees of Finisar who had been serving as members of Finisar’s board of directors. In particular, the Board of Directors appointed Michael L. Dreyer, Jerry S. Rawls and Robert N. Stephens as members of the Board of Directors effective as of the Effective Time. Mr. Dreyer will serve as a Class One Director with a term expiring in 2021, and Messrs. Rawls and Stephens will serve as Class Three Directors with terms expiring in 2020. The Board of Directors has appointed Mr. Dreyer as a member of the Corporate Governance and Nominating Committee, Mr. Rawls as a member of the Subsidiary Committee and Mr. Stephens as a member of the Audit Committee and the Compensation Committee. Mr.

On August 22, 2018, the Board of Directors of II-VI Incorporated (the “Company”) elected Patricia Hatter to serve as a member of the Board of Directors, effective immediately. Ms. Hatter will serve as a Class Three Director. The Board of Directors has determined that Ms. Hatter qualifies as an independent director under Nasdaq listing standards and related rules and regulations of the Securities and Exchange Commission. The Board of Directors has appointed Ms. Hatter to serve on the Corporate Governance and Nominating Committee. Ms. Hatter has served as the Senior Vice President - Global Customer Services at Palo Alto Networks, Inc., a multinational cybersecurity company, since August 2019. From July 2017 to August 2019, Ms. Hatter worked a strategic advisor to various private companies. Ms.

Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers. (e) On August 16, 2019, the Board of Directors of II-VI Incorporated (the “Company”) adopted the II-VI Incorporated Executive Severance Plan (the “Plan”). The Plan provides severance benefits upon a qualifying termination of employment to selected employees of the Company. The Committee also designated the initial participants in the Plan, which included each of the current named executive officers of the Company and certain other key personnel, but excluded Dr. Vincent D. Mattera, Jr., the Chief Executive Officer of the Company, whose severance and other benefits continue to be covered by his employment arrangement with the Company dated August 1, 2016.

Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers. On August 12, 2019, William A. Schromm submitted his resignation from the Board of Directors of II-VI Incorporated (the “Company”) and all committees thereof, which resignation was accepted by the Board of Directors of the Company effective August 14, 2019. To the Company’s knowledge, Mr. Schromm’s resignation is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices.

Appointment of Walter R. Bashaw II as President On June 27, 2019, the Board of Directors of II-VI Incorporated (the “Company”) appointed Walter R. Bashaw II as the Company’s President, effective July 1, 2019. Vincent D. Mattera, Jr. has served as the Company’s President since November 2014 and will remain the Company’s Chief Executive Officer and a member of the Company’s Board of Directors. Mr. Bashaw, 54, has served as the Company’s Senior Vice President, Corporate Strategy and Development, Administration since October 2018 and previously served as the Company’s Interim General Counsel and Secretary from December 2015 until March 2017. Mr. Bashaw also previously was the Managing Shareholder and a Director of the law firm of Sherrard, German & Kelly, P.C. (“SGK”) in Pittsburgh, Pennsylvania, until October 2018 and has been Of Counsel at SGK since October 2018.

II-VI Incorporated (the “Company”) held its Annual Meeting of Shareholders on November 9, 2018 (the “Annual Meeting”). At the Annual Meeting, the Company’s shareholders approved both the II-VI Incorporated 2018 Employee Stock Purchase Plan (the “2018 ESPP”) and the II-VI Incorporated 2018 Omnibus Incentive Plan (the “2018 Plan”). A summary of the 2018 ESPP was included in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on September 21, 2018 (the “2018 Proxy Statement”) under the section titled “Approval of the 2018 Employee Stock Purchase Plan (Proposal 3)” and is incorporated herein by reference. The summary of the 2018 ESPP contained in the 2018 Proxy Statement is qualified in its entirety by reference to the full text of the 2018 ESPP, which is filed as Exhibit 10.1 to this Current Report on Form 8-K.

On July 9, 2018, David G. Wagner announced his intention to retire from his position as Vice President, Human Resources, of II-VI Incorporated. Mr. Wagner’s retirement is expected to be effective in 2019 as of a date to be determined. Mr. Wagner is expected to remain in his current role until such date in order to assist with an orderly transition.

On May 11, 2018, the Board of Directors of II-VI Incorporated (the “Company”) elected Enrico Digirolamo to serve as a member of the Board of Directors, effective immediately. Mr. Digirolamo will serve as a Class Two Director. The Board of Directors has determined that Mr. Digirolamo qualifies as an independent director under NASDAQ listing standards, and related rules and regulations of the Securities and Exchange Commission. The Board of Directors has not yet determined Mr. Digirolamo’s committee assignments. Since May 2014, Mr. Digirolamo has served as Chief Financial Officer of Covisint Corporation, a leading provider of Internet of Things and identity platforms, which enable the identification, authorization and connection of complex networks of people, processes, systems and things. Previously, Mr.

Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers. (b) On August 7, 2017, Wendy F. DiCicco submitted her resignation from the Board of Directors of II-VI Incorporated (the “Company”) and all committees thereof, which resignation was accepted by the Board of Directors of the Company effective August 14, 2017. To the Company’s knowledge, Ms. DiCicco’s resignation is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices.

On August 1, 2016, Francis J. Kramer, Chief Executive Officer and Chairman of the Board of Directors of II-VI, Incorporated (the “Company”), announced that he would retire as Chief Executive Officer of the Company effective as of September 1, 2016. Following his retirement, Mr. Kramer will continue to serve as Chairman of the Board of Directors of the Company in a non-executive, non-employee capacity. Also on August 1, 2016, the Board of Directors appointed Dr. Vincent D. Mattera, Jr., President of the Company, as Chief Executive Officer of the Company effective as of September 1, 2016 upon Mr. Kramer’s retirement. Dr. Mattera has been employed by the Company since 2004, has been its President since November 2014, and served as its Chief Operating Officer from September 2013 to November 2015. Dr.

On February 3, 2016, the Board of Directors of II-VI Incorporated (the “Company”) received a letter of resignation from Peter W. Sognefest, a Class Two director who has served as a member of our Board of Directors since 1979, effective immediately. The resignation was submitted by Mr. Sognefest in accordance with the Company’s retirement policy, as set forth in the Corporate Governance Guidelines, which provides that directors must retire from the Board of Directors upon reaching the age of 75, which will occur for Mr. Sognefest this month. On February 4, 2016, the Board of Directors also elected Shaker Sadasivam to serve as a member of the Board of Directors, effective immediately. Mr. Sadasivam will serve as a Class Two Director, with his current term expiring at the Company’s 2016 annual shareholders’ meeting. Mr.

Effective February 1, 2016, Gary Alan Kapusta joined II-VI Incorporated (the “Company”) as its Chief Operating Officer, a position which is currently unfilled. For the past five years, Mr. Kapusta, age 56, has served in various roles at The Coca-Cola Company, the world’s largest beverage company listed on the New York Stock Exchange, including as President & Chief Executive Officer, Coca-Cola Bottlers’ Sales & Services L.L.C., President, Customer Business Solutions and Vice President, Procurement Transformation, Coca-Cola Refreshments. Pursuant to the terms of the Employment Agreement entered into between Mr. Kapusta and the Company on February 1, 2016, Mr. Kapusta will receive an initial annual salary of $350,000 and will be eligible to receive an annual incentive bonus for fiscal 2016 of up to $138,500, payable based on the achievement of certain pre-established goals.