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): June 14, 2007
MENTOR GRAPHICS CORPORATION
(Exact name of registrant as specified in charter)
| | | | |
| OREGON | | 0-13442 | | 93-0786033 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | |
8005 S.W. BOECKMAN ROAD WILSONVILLE, OR | | 97070-7777 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (503) 685-7000
NO CHANGE
(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:
| ¨ | 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 |
At the 2007 Annual Meeting of Shareholders on June 14, 2007, the Company’s shareholders approved the Company’s Executive Variable Incentive Plan (the “Plan”) to permit annual bonuses paid to officers to qualify as “performance-based compensation” under Section 162(m) of the Internal Revenue Code beginning with fiscal year 2009. Additional information regarding the Plan is contained in the Company’s Proxy Statement for the 2007 Annual Meeting of Shareholders filed with the Securities and Exchange Commission on April 30, 2007. A copy of the Plan is attached hereto as Exhibit 10.G.
| Item 9.01 | Financial Statements and Exhibits |
| | 10.G | Executive Variable Incentive Plan. |
2
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.
| | | | | | | | |
| | | | | MENTOR GRAPHICS CORPORATION | | |
| | | | (Registrant) | | |
| | | | |
Date: June 15, 2007 | | | | By: | | /s/ Dean M. Freed | | |
| | | | | | Dean M. Freed | | |
| | | | | | Vice President and General Counsel | | |
3
