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):March 31, 2005
ESS TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
| | | | | |
California
(State or other jurisdiction
of incorporation) | | 0-26660
(Commission File
Number) | | 94-2928582
(IRS Employer
Identification No.) |
| | | |
48401 FREMONT BOULEVARD
FREMONT, CA
(Address of principal executive offices) | | 94538
(Zip Code) |
Registrant’s telephone number, including area code:(510) 492-1088
N/A
(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) |
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| o | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| o | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| o | | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 1.01. Entry into a Material Definitive Agreement.
On March 31, 2005, the Compensation Committee of the Board of Directors of ESS Technology, Inc. (the “Company”) approved performance criteria for the payment of bonuses for fiscal year 2005 to participants in the Company’s Performance Based Compensation Plan (the “Plan”). The Plan is a bonus plan designed to provide certain officers, including executive officers, with incentive compensation based upon the achievement of pre-established performance goals. The fiscal year 2005 performance bonus criteria for executive officers participating in the Plan are described in Exhibit 10.31 hereto, which is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
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| EXHIBIT | | |
| NUMBER | | DESCRIPTION |
| 10.31 | | Description of Performance Based Compensation Plan Bonus Criteria for Fiscal Year 2005. |
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SIGNATURE
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: April 6, 2005
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| | By: | /s/ James B. Boyd | |
| | | James B. Boyd | |
| | | Chief Financial Officer and | |
| | | Senior Vice President | |
| |
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INDEX TO EXHIBITS
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| EXHIBIT | | |
| NUMBER | | DESCRIPTION |
| 10.31 | | Description of Performance Based Compensation Plan Bonus Criteria for Fiscal Year 2005. |
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