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): January 25, 2008
ZORAN CORPORATION
(Exact name of registrant as specified in its charter)
Delaware | | 0-27246 | | 94-2794449 |
(State or other jurisdiction
of incorporation) | | (Commission File Number) | | (IRS Employer
Identification No.) |
1390 Kifer Road
Sunnyvale, California 94086-5305
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (408) 523-6500
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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.
(e) On January 25, 2008, the Compensation Committee of the Board of Directors of Zoran Corporation approved 2008 base salaries and target annual cash incentives for Zoran’s executive officers, and selected the measures of financial performance determining bonus achievement for the Company’s executive officers. 2008 base salaries and target bonuses (as a percentage of base salary), which did not change from 2007, are as follows:
Executive Officer | | 2008 Base Salary | | 2008 Target Bonus | |
| | | | | |
Dr. Levy Gerzberg, President and Chief Executive Officer | | $ | 455,000 | | 100 | % |
| | | | | |
Karl Schneider, Senior Vice President of Finance and Chief Financial Officer | | $ | 286,000 | | 70 | % |
| | | | | |
Dr. Isaac Shenberg, Senior Vice President of Business Development | | $ | 262,100 | | 60 | % |
Target bonuses are earned if revenue and non-GAAP earning per share targets are achieved (subject to minimum and maximum performance of 80% and 120% of targets). In addition, achievement of individual management objectives accounts for 33% of potential target bonuses for Mr. Schneider and Dr. Shenberg.
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SIGNATURE
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.
| ZORAN CORPORATION |
| | |
Date: January 29, 2008 | By: | /s/ KARL SCHNEIDER |
| | Karl Schneider |
| | Senior Vice President of Finance and |
| | Chief Financial Officer |
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