-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AO+72rOa1HJJ3xCoz0BJ7d3OeUExul3+i2icTquFqjY4wIQwiwvLN+O2Og9cMvcH lkp0UIUDkGb13NMGQ/mJ7g== 0001104659-06-048711.txt : 20060725 0001104659-06-048711.hdr.sgml : 20060725 20060725160933 ACCESSION NUMBER: 0001104659-06-048711 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060720 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20060725 DATE AS OF CHANGE: 20060725 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ZORAN CORP \DE\ CENTRAL INDEX KEY: 0001003022 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 942794449 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-27246 FILM NUMBER: 06979183 BUSINESS ADDRESS: STREET 1: 1390 KIFER ROAD CITY: SUNNYVALE STATE: CA ZIP: 94086 BUSINESS PHONE: 4085236500 MAIL ADDRESS: STREET 1: 1390 KIFER ROAD CITY: SUNNYVALE STATE: CA ZIP: 94086 8-K 1 a06-16651_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

 

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): July 20, 2006

 

ZORAN CORPORATION

(Exact name of registrant as specified in its charter)

 

 

Delaware

0-27246

94-2794449

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

 

 

1390 Kifer Road

Sunnyvale, California 94086-5305

(Address of principal executive offices) (Zip Code)

 

 

Registrant’s telephone number, including area code:  (408) 523-6500

 

Not Applicable

(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)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 



Item 1.01 Entry into a Material Definitive Agreement.

On July 20, 2006, the Board of Directors of Zoran Corporation (the “Company”) approved a compensation arrangement for the members of the special committee of the Board which had been created to conduct a further review of the Company’s historical stock option practices.  Upon the recommendation of the Nominating and Corporate Governance Committee, the Board approved the following compensation for service on the special committee: 

·                  A quarterly fee of $2,500; and

·                  A fee of $750 for each conference attended (defined as any meeting that includes both members of the special committee and at least one other person, whether or not the meeting constitutes a formal committee meeting), but no more than one such fee per day; 

provided that aggregate fees may not exceed $10,000 per member, per quarter.

 

 

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:  July 25, 2006

ZORAN CORPORATION

 

 

 

By:

/s/ Karl Schneider

 

 

Karl Schneider

 

 

Senior Vice President and Chief Financial Officer

 

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