Item 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN
OFFICERS
Effective March 26, 2009, Key Technology, Inc. (the "Company") accepted the
resignation of Gary F. Locke, an independent director of the Company. Mr.
Locke resigned upon his confirmation by the United States Senate to be the
next United States Secretary of Commerce. Mr. Locke's acceptance of the
position required his resignation from all boards of for-profit
organizaitons. Mr. Locke was a member of the Compensation and Management
Development Committee and the Nominating and Corporate Governance
Committee. Mr. Locke's resignation was not the result of any dispute or
disagreement with the Company with respect to the Company's operations,
policies or practices.
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