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 17, 2006
PORTALPLAYER, INC.
(Exact name of registrant as specified in its charter)
Delaware | 000-51004 | 77-0513807 | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) | (I.R.S. Employer Identification Number) |
70 W. Plumeria Drive San Jose, California |
95134 | |
(Address of principal executive offices) | (Zip Code) |
(408) 521-7000
(Registrants telephone number, including area code)
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 obligations 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 1.01. Entry into a Material Definitive Agreement.
On March 17, 2006, the Compensation Committee of PortalPlayer, Inc. (the Company) adopted the 2006 Bonus Plan for executives.
2006 Bonus Plan
Under the 2006 Bonus Plan, the bonuses for the Companys executive officers will be based on the Companys achievement of certain company financial performance objectives and achievement of certain non-financial individual performance objectives. The bonuses are expected to be paid in 2007 after evaluation of achievement of the objectives by the Compensation Committee, and are calculated as a percentage of annual salary for each executive officer as listed below:
Name of Executive Officer |
Target Bonus as a Percentage of Annual Salary | |
Gary Johnson | 85% | |
Svend-Olav Carlsen | 50 | |
Sanjeev Kumar | 60 | |
Michael Maia | 50 | |
Richard Miller | 50 | |
Scott Tandy | 50 |
Specifically, under the 2006 Bonus Plan, each executive officer will be entitled to a target bonus based upon a formula that is equal to a percentage of his base salary as set forth above multiplied by a percentage that is dependent upon the achievement of certain specified company revenue and EBITDA targets; provided, however, that the maximum bonus pool for employees and executive officers under the 2006 Bonus Plan will be approximately 8% of EBITDA and provided further that, in order to be eligible for a bonus in each case, specified revenue and EBITDA targets for the Company must be met, after which the exact amount of the bonus will also depend upon achieving or exceeding non-financial individual performance objectives.
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.
Dated: March 23, 2006
PORTALPLAYER, INC. | ||
By: | /s/ Svend-Olav Carlsen | |
Svend-Olav Carlsen | ||
Vice President and Chief Financial Officer |