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): November 18, 2009
Tessera Technologies, Inc.
(Exact name of Registrant as Specified in its Charter)
| | | | |
| Delaware | | 000-50460 | | 16-1620029 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
3025 Orchard Parkway
San Jose, California 95134
(Address of Principal Executive Offices)
(408) 321-6000
(Registrant’s telephone number, including area code)
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 (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | 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 November 18, 2009, the Compensation Committee of the Board of Directors of Tessera Technologies, Inc. (“Tessera”) approved the annual base salary levels of executive officers of Tessera effective January 1, 2010. The Compensation Committee also approved incentive cash bonus targets equal to a percentage of each executive officer’s base salary under Tessera’s 2007 Performance Bonus Program pursuant to which Tessera’s executive officers would be eligible to be paid incentive compensation for 2010. The annual base salary levels and target percentages are set forth below:
| | | | | | | |
Name | | Title | | Annual Base Salary | | Target Percentage |
| Henry R. Nothhaft | | President and Chief Executive Officer | | $ | 528,000 | | 100% |
| Michael Anthofer | | Executive Vice President and Chief Financial Officer | | $ | 320,000 | | 60% |
| Michael Bereziuk | | Executive Vice President, Imaging and Optics | | $ | 330,000 | | 60% |
| Bernard J. Cassidy | | Executive Vice President, General Counsel and Secretary | | $ | 310,000 | | 60% |
On November 24, 2009, Tessera announced the promotion of Bernard J. Cassidy to the position of Executive Vice President, General Counsel and Secretary.
A copy of the Company’s press release announcing Mr. Cassidy’s promotion is attached hereto as Exhibit 99.1 and incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
| | |
Exhibit No. | | Description |
| |
| 99.1 | | Press Release dated November 24, 2009 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: November 24, 2009
| | |
| TESSERA TECHNOLOGIES, INC. |
| |
| By: | | /s/ HENRY R. NOTHHAFT |
| Name: | | Henry R. Nothhaft |
| Title: | | President and Chief Executive Officer |
EXHIBIT INDEX
| | |
Exhibit No. | | Description |
| |
| 99.1 | | Press Release dated November 24, 2009 |
