UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
Amendment No. 1 to Form 10-K
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| (Mark One) | | |
þ | | ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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| | | For the fiscal year ended June 30, 2006 |
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| | | OR |
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o | | TRANSITION REPORTING PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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| | | For the transition period from _________to _________ |
Commission File Number: 0-20784
TRIDENT MICROSYSTEMS, INC.
(Exact Name of Registrant as Specified in Its Charter)
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| Delaware | | 77-0156584 |
| (State or other jurisdiction of | | (I.R.S. Employer |
| Incorporation or Organization) | | Identification Number) |
| | | |
| 3408 Garrett Drive,Santa Clara, California | | 95054-2803 |
| (Address of principal executive offices) | | (Zip Code) |
(408) 764-8808
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | | Name of each exchange on which registered |
| Common Stock, $0.001 par value | | NASDAQ Global Market |
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yesþ Noo
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yeso Noþ
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. Yesþ Noo
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation 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 this Form 10-K or any amendment to this Form 10-Ko
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” in Rule 12b-2 of the Exchange Act. (Check one):
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| Large accelerated filerþ | | Accelerated filero | | Non-accelerated filero |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yeso Noþ
As of December 31, 2005, the last business day of registrant’s second fiscal quarter for fiscal 2006, the aggregate market value of shares of registrant’s Common Stock held by non-affiliates of registrant was approximately $800,960,278 (based on the closing sale price of the registrant’s common stock on that date). Shares of registrant’s common stock held by the registrant’s executive officers and directors and by each entity that owns 5% or more of registrant’s outstanding common stock 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.
At June 30, 2007, the number of shares of the Registrant’s common stock outstanding was 57,747,786.
DOCUMENTS INCORPORATED BY REFERENCE
None
AMENDMENT NO. 1 TO FORM 10-K
This Amendment No. 1 on Form 10-K/A (the “Amendment”) amends our Annual Report on Form 10-K for the fiscal year ended June 30, 2006 as originally filed with the Securities and Exchange Commission on August 7, 2007 (the “Original Filing”). The Amendment solely amends Part IV, Item 15 of the Original Filing to add Exhibit 10.23, Form of Agreements under the 2006 Equity Incentive Plan, and Exhibit 23.1, Consent of Independent Registered Public Accounting Firm.
Except for the revisions described above, this Amendment does not amend, modify or update the Original Filing in any respect. This Amendment does not reflect events that have occurred subsequent to the filing of the Original Filing and, accordingly, this Amendment should be read in conjunction with our filings made with the Securities and Exchange Commission subsequent to the date of the Original Filing. On August 21, 2007, we filed our Quarterly Reports on Form 10-Q for the periods ended September 30, 2006, December 31, 2006 and March 31, 2007, each of which was previously delinquent. By doing so, we believe we have now 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.
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TRIDENT MICROSYSTEMS, INC.
TABLE OF CONTENTS
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PART IV
| ITEM 15. | | EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K |
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| Exhibit | | Description |
| 10.23 | | Form of Agreements under the 2006 Equity Incentive Plan.(+) |
| 23.1 | | Consent of PricewaterhouseCoopers LLP |
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| (+) | | Management contracts or compensatory plans or arrangements covering executive officers or directors of the Company. |
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Dated: August 22, 2007
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| | TRIDENT MICROSYSTEMS, INC.
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| | By: | /s/ Glen M. Antle | |
| | | Glen M. Antle | |
| | | Acting Chief Executive Officer | |
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INDEX TO EXHIBITS FILED TOGETHER WITH THIS AMENDMENT NO. 1 TO ANNUAL REPORT
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| Exhibit | | Description |
| 10.23 | | Form of Agreements under the 2006 Equity Incentive Plan.(+) |
| 23.1 | | Consent of PricewaterhouseCoopers LLP |
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| (+) | | Management contracts or compensatory plans or arrangements covering executive officers or directors of the Company. |
