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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K/A
Amendment No. 1
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2005
Commission file number000-26887
Silicon Image, Inc.
(Exact name of registrant as specified in its charter)
| | | |
Delaware | | 77-0396307 |
(State of incorporation) | | (IRS employer identification number) |
1060 East Arques Avenue
Sunnyvale, CA 94085
(Address of principal executive offices and zip code)
(Registrant’s telephone number, including area code)
(408) 616-4000
Securities registered pursuant to section 12(g) of the Act:
Common Stock, $0.001 par value
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o No þ
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No þ
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 ofRegulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of thisForm 10-K or any amendment to thisForm 10-K o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” inRule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer o Accelerated filer þ Non-accelerated filer o
Indicate by check mark whether the registrant is a shell company (as defined inRule 12b-2 of the Act). Yes o No þ
The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant was approximately $683,741,554 as of the last business day of the registrant’s most recently completed second fiscal quarter, based upon the closing sale price on the Nasdaq National Market reported for such date. Shares of common stock held by each officer and director and by each person who owned 5% or more of the outstanding Common Stock (based upon Schedule 13G filings made prior to such date) have been excluded in that such persons may be deemed to be affiliates. This determination of affiliate status is not necessarily a conclusive determination for other purposes.
The number of shares of the Registrant’s common stock outstanding as of February 28, 2006 was 81,145,950.
DOCUMENTS INCORPORATED BY REFERENCE
No documents are incorporated by reference into thisForm 10-K/A. Portions of the Proxy Statement for the 2006 Annual Meeting of stockholders are incorporated by reference in Part III of theForm 10-K filed on March 16, 2006.
EXPLANATORY NOTE
We are filing this Amendment No. 1 to our Annual Report onForm 10-K for the fiscal year ended December 31, 2005, in order to file a revised redacted version of Exhibit 10.35. We are filing herewith currently dated certifications of our chief executive officer and chief financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. In addition, pursuant toRule 12b-15 of the Securities Exchange Act of 1934, we are furnishing new certifications of our chief executive officer and chief financial officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, as Exhibits 32.01 and 32.02.
This Amendment No. 1 does not reflect events occurring after the filing of the original Annual Report onForm 10-K and, other than the filing of new versions of Exhibits 10.35, 31.01 and 31.02 and the furnishing of new versions of Exhibits 32.01 and 32.02, does not modify or update the disclosures in the original Annual Report onForm 10-K in any way.
