PLEXUS CORP. PLEXUS CORP. 401(K) SAVINGS PLAN June 30, 2010 This document constitutes part of a prospectus covering securities that have been registered under the Securities Act of 1933. You have received this document because you are or may be eligible to be a participant in the Plexus Corp. 401(k) Savings Plan, which we will refer to as the Plan. Among other investment alternatives afforded under the Plan, you may invest your Plan funds in the Plexus Corp. Common Stock Fund, which we will call the PLXS Stock Fund. In order to issue stock for that fund, we have registered the sale of our common stock to the Plan by filing a registration statement with the SEC. Because we registered the sale of shares of our common stock for the Plan, we are required to provide you with certain information about it and our company. We chose to put that information in this document as a supplement to the Summary Plan Description. This document and the Summary Plan Description, and any updates or additions, constitute the prospectus for the sale of shares of Plexus Common Stock under the Plan. Please read the Summary Plan Description and this document and any supplements to these documents before making decisions regarding Plan funds.
A. Market for the Common Stock CERTAIN DISCLOSURES REQUIRED BY THE SECURITIES AND EXCHANGE COMMISSION Our common stock is traded on the NASDAQ national market under the symbol PLXS. Contributions which you elect to invest in the PLXS Stock Fund are used to purchase shares of Plexus Common Stock. Purchases of the stock for the PLXS Stock Fund may be directed by Plexus Corp., acting as Plan Administrator of the Plan, in the market, in such manner (whether on an exchange, in the over-the-counter market, in negotiated transactions or otherwise), at such time or times, at such price or prices, and on such other terms as it, in its sole discretion, determines. Alternatively, authorized but unissued or treasury shares may be acquired from Plexus at a price based on the market price. No commission will be paid in connection with the trustee s acquisition of Plexus Common Stock in non-open market purchases. Neither Plexus nor the trustee has any responsibility or duty to anticipate market conditions or changes in the value of Plexus Common Stock or the responsibility or duty to sell Plexus Common Stock held in the PLXS Stock Fund in order to maximize return or minimize loss. We have included in Paragraph G of this document fund performance data for each of the funds offered under the Plan, and will update that data in future supplements The PLXS Stock Fund is a unit fund (as described in the Summary Plan Description). That fund holds cash and other short-term investments in addition to our common stock. The value of the PLXS Stock Fund will change based upon changes in the price of our common stock, but the results of the PLXS Stock Fund will not be exactly the same as those for Plexus Common Stock because the fund also contains cash and cash-like investments. B. Restrictions on Sale of Common Stock for Certain Holders If you are not an executive officer of Plexus or otherwise considered to be an affiliate of Plexus, you may sell shares of our common stock acquired under the Plan without regard to any securities laws restrictions. However, if you are an executive officer, director or otherwise may be deemed to control the affairs of Plexus Corp. at the time of sale, you may sell such shares (a) only (i) pursuant to an effective registration statement (other than the registration statement to which this document relates) under the Securities Act of 1933, as amended (the 1933 Act ); (ii) in compliance with Rule 144 under the 1933 Act, or (iii) in a transaction otherwise exempt from registration under the 1933 Act, and (b) you must comply with Section 16 of the Securities Exchange Act of 1934, as amended, as applicable. If Section 16 applies to you, you should consult with Angelo Ninivaggi at the phone number below, before you make a transaction. C. Federal Income Tax Considerations The Summary Plan Description describes the tax consequences to you of investing in the Plan. This document describes the tax effects on us as your employer. We will be able to deduct your pre-tax contributions and our matching contributions along with the reasonable costs of operating the Plan in computing our federal taxable income. - 2 -
The Plan is a qualified plan meeting the requirements of Sections 401(a) and 401(k) of the Internal Revenue Code of 1986, as amended (the Code ). The trust established under the Plan is exempt from federal income tax under Section 501(a) of the Code. D. Further Information We have filed a Registration Statement with the SEC covering the sale of 3,000,000 shares of our common stock and an indeterminate amount of interests issuable under the Plan. This prospectus contains certain information concerning Plexus, our common stock, and the Plan, but does not contain all of the information set forth in the registration statement and exhibits thereto filed with the SEC in Washington, D.C. under the 1933 Act. We will provide without charge, upon written or oral request by any person to whom this document is delivered, copies of the documents incorporated by reference in Item 3 of Part II of the Registration Statement. Those documents are incorporated by reference into this document. We will also provide without charge, upon written or oral request of any person to whom this Prospectus is delivered, copies of all other documents required to be delivered pursuant to Rule 428(b) under the 1933 Act. Any such request and requests for information about the Plan or Plexus Corp., the Plan s administrator, should be directed to Plexus Corp., One Plexus Way, P.O. Box 156, Neenah, Wisconsin 54957-0156, Attention: Angelo Ninivaggi, VP General Counsel & Secretary (Telephone (920) 722-3451). E. Forward-Looking Statements and Cautionary Factors You need to recognize that we cannot assure you of a profit or protect you against a loss on investments made pursuant to the Plan. Certain statements contained or incorporated by reference in this prospectus regarding the prospects of Plexus may involve risks and uncertainties, many of which are beyond Plexus control, that could cause actual results to differ materially from those projected in such statements. These forward-looking statements, identifiable through the use of words such as anticipate, belief, estimate, expect, objective, or similar expressions, are based on our expectations when the statements were made. Factors that could cause actual results to differ materially include any factors specifically identified in connection with such forwardlooking statements and other cautionary factors that may be referred to in our reports filed with the SEC from time to time. We undertake no obligation to update forwardlooking statements, whether as a result of new information, future events or otherwise. F. Supplements This document should be read in conjunction with subsequent supplements to this document which may contain, among other information, updated performance data for the various investment options available under the Plan. G. Performance Data The investment funds are intended to give you an opportunity to choose from a broad range of diversified investment alternatives with materially different risks and characteristics. This will permit you to achieve a portfolio with characteristics that are appropriate for you while minimizing your risk through diversification. Your decision about which investment funds to use for your Plan account is yours alone. Although you - 3 -
are free to discuss your decision with co-workers, no officer or employee of Plexus has been authorized to offer you investment advice. In particular, you should feel no pressure, one way or the other, to invest or not invest any portion of your account in the PLXS Stock Fund. Each of the investment options is subject to investment risk. One option may be subject to a higher level and/or different kind of investment risk than another option. There can be no assurance that any option will achieve its stated objective or that any investment in any option will not result in a loss. We cannot and do not guarantee the performance of any of the funds and have no obligation to make up any losses suffered by participants. From time to time, we may change the characteristics of any investment option and may eliminate or add any option. See Following Addendum to Prospectus - 4 -
This document constitutes part of a prospectus covering securities registered under the Securities Act of 1933. Plexus Corp. 401(k) Savings Plan Performance as of 6-30-10 Annual Annual Annual Tot Ret Tot Ret Tot Ret Tot Ret Fund Fund Name/Share Class Morningstar Category Return Return Return Tot Ret Tot Ret Annlzd Annlzd Annlzd Since Inception 2007 2008 2009 YTD 12 Mo 3 Yr 5 Yr 10 Yr Inception Date Plexus Company Stock Fund Company Stock Fund 9.47-33.4 64.88-5.92 29.03 5.44 13.31-47.62 3.14 4/1/2000 Target Retirement 2040 Strategy Target Date 2040 N/A -36.65 33.6-3.88 21.77-7.68 N/A N/A N/A 4/17/2007 Target Retirement 2030 Strategy Target Date 2030 N/A -30.59 32.34-3.42 21.60-4.72 N/A N/A N/A 4/17/2007 Target Retirement 2020 Strategy Target Date 2020 N/A 26.04 28.27-2.14 20.31-2.98 N/A N/A N/A 4/17/2007 Target Retirement 2010 Strategy Target Date 2010 N/A -20.25 23.3-0.48 19.5-1.14 N/A N/A N/A 4/17/2007 Target Retirement Income Strategy Target Date Retirement N/A -13.71 19.02 0.6 17.44 0.67 N/A N/A N/A 4/17/2007 Wells Fargo Stable Return M Stable Value 4.44 4.12 2.84 1.26 2.67 3.49 3.79 4.31 N/A 10/1/1985 Vanguard Total Bond Market Index Fund Instl Intermediate-term Bond 7.05 5.19 6.09 5.41 9.45 7.69 5.62 6.33 6.29 12/11/1986 American Beacon Lg Cap Value Plan Ahead Large Value 2.95-39.58 27.16-6.15 16.41-11.66-1.27 4.36 7.09 7/17/1987 Vanguard Institutional Index Fund Large Blend 5.47-36.95 26.63-6.66 14.45-9.75-0.76-1.56 7.75 7/31/1990 T. Rowe Price Blue Chip Growth Adv Large Growth 12.81-42.72 42.3-8.60 11.74-8.24-0.17-2.00-1.90 6/30/1993 Columbia Small Cap Value I Z Small Value -2.37-28.07 24.74-0.56 23.28-6.57 2.13 8.02 8.42 7/25/1986 Columbia Small Cap Growth II Z Small Growth 13.02-40.85 25.4-2.11 14.71-9.91-0.09-2.01 5.20 12/12/1995 T. Rowe Price Real Estate Advisor Specialty-Real Estate -18.93-39.15 32.21 5.38 53.32-9.85 0.14 9.80 1.28 10/31/1997 Amer Funds EuroPac A Foreign Large Blend 18.96-40.53 39.1-11.40 9.48-7.90 5.01 2.72 11.53 4/16/1984 T. Rowe Price Intl Growth & Income Fund Adv Foreign Large Value 8.48-45.01 34.21-12.76 7.49-14.12 0.86 2.45 8.65 12/21/1998 Lazard Emerging Markets Equity Instl Diversified Emerging Market 33.05-47.88 69.82-3.44 25.02-1.08 13.91 12.14 8.26 7/15/1994 MFS Conservative Alloc A Conservative Allocation 7.33-16.6 22.15 0.17 14.09 1.58 4.20 N/A 4.83 6/28/2002 MFS Moderate Alloc A Moderate Allocation 8.26-26.04 27.14-1.59 15.68-1.88 3.02 N/A 4.92 6/28/2002 MFS Growth Alloc A Large Blend 8.85-34.42 32.33-3.87 16.54-5.54 1.89 N/A 4.84 6/28/2002 MFS Aggr Gr Alloc A Large Growth 9.23-40.48 35.87-5.82 16.55-8.77 0.47 N/A 4.02 6/28/2002 Performance figures are based on Net Asset Value (NAV) within a qualified retirement plan. If an individual were to purchase shares outside of a qualified plan, they may experience an additional sales charge that would lower the performance indicated above. Performance data quoted is historical. Past performance does not guarantee future results. Current performance may be higher or lower than the performance quoted. Plexus Company Stock Fund performance information was supplied by Reliance Trust Company. Target date retirement strategy performance was supplied by Blue Prairie Group. All other performance information was provided by Morningstar. The investment return and principal value of an investment will fluctuate such that an investor's shares, when redeemed, may be worth more or less than their original cost. Total returns include reinvestment of dividends and capital gains and are net of all fees and expenses. Funds may focus on certain sectors which may involve a greater risk than other funds which provide broader diversification. Funds that invest in foreign stocks are exposed to additional risks including currency fluctuation, political instability, foreign taxes and foreign regulation, and the potential for illiquid markets. Investing in small or mid-cap stocks generally carries greater risk than is typically associated with more established companies including increased business risk, significant stock price fluctuation and illiquidity. Investing in emerging markets involves greater risk and potential reward than investing in more established markets. Funds that invest in lower-rated debt securities (commonly referred to as junk bonds) involve additional risks because of the lower credit quality of the securities in the portfolio resulting in a higher level of volatility and increased risk of default. While US Government bonds and government agency mortgage-backed securities offer a high degree of safety and are considered very safe from default, the US Government does not fully guarantee most agency securities. Mortgage-backed and asset-backed securities are subject to different risks from bonds and, as a result, may respond to changes in interest rates differently. Some of the funds in the plan invest in mortgage-backed securities, which may lose value if mortgages are prepaid in response to falling rates. In a rising interest rate environment, the value of fixed income securities generally declines and there is no assurance that private guarantors or insurers will meet their obligations. Investments in funds that invest in real estate may be significantly affected by the performance of the real estate markets, interest levels and the availability of financing. Investors should consider the investment objectives, risks, charges and expenses and other information concerning each fund carefully before investing. This information can be found in the prospectus. For a prospectus containing this and other information, log on to your account at plexus401k.com and click on Pricing and Performance, visit the fund company s Web site or call the fund company - 5 -