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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): April 6, 2006
PIXELWORKS, INC.
(Exact name of registrant as specified in its charter)
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OREGON
(State or other jurisdiction of
incorporation)
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000-30269
(Commission File Number)
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91-1761992
(I.R.S. Employer
Identification No.) |
8100 SW Nyberg Road
Tualatin, Oregon 97062
(503) 454-1750
(Address, including zip code, and telephone number, including
area code, of registrants principal executive offices)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
PIXELWORKS, INC. AND SUBSIDIARIES
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Item 5.02
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DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF
PRINCIPAL OFFICERS. |
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On April 6, 2006, the Board of
Directors of Pixelworks, Inc. (the Company) increased
the size of the board from five to seven members and unanimously elected James R.
Fiebiger and Daniel J. Heneghan to fill the resulting vacancies. |
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Upon election to the Board of Directors, Dr. Fiebiger and Mr. Heneghan were each
granted an option to acquire 40,000 shares of the Companys
common stock at $4.62 per
share, the closing market price for the common stock on April 6, 2006. The options
have a ten-year term and vest over four years with 25% vesting on the first
anniversary of the date of grant and 2.083% vesting per month thereafter, through the
fourth anniversary of the date of grant. |
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A copy of the press release announcing the election of Dr. Fiebiger and Mr. Heneghan
as members of the Board is filed herewith as Exhibit No. 99.1 to this Report. |
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Item 9.01.
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FINANCIAL STATEMENTS AND EXHIBITS. |
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(d)
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Exhibits. |
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99.1 Press Release issued by Pixelworks, Inc. dated April 10, 2006. |
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.
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PIXELWORKS, INC.
(Registrant)
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By: |
/s/ Michael D. Yonker
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Date: April 10, 2006 |
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Michael D. Yonker |
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Vice President, Chief Financial Officer,
Treasurer and Secretary |
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exv99w1
Exhibit 99.1
News Release
For Immediate Release
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Contact Information:
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Investor Inquiries
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Media Inquiries |
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Michael Yonker
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Chris Bright |
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Pixelworks, Inc.
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Pixelworks, Inc. |
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Tel: (503) 454-4515
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Tel: (503) 454-1770 |
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E-mail: myonker@pixelworks.com
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E-mail: cbright@pixelworks.com |
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Web site: www.pixelworks.com |
Pixelworks Expands Board of Directors with the
Election of James Fiebiger and Daniel Heneghan
Tualatin,
Ore., April 10, 2006 Pixelworks, Inc. (NASDAQ:PXLW), a leading provider of
system-on-chip ICs for the advanced display industry, today announced that James R. Fiebiger and
Daniel J. Heneghan have joined the companys Board of Directors. The Board of Directors elected
them with a unanimous vote that expands the Board from five to seven members.
Dr. Fiebiger has extensive experience in the semiconductor sector serving as an executive and
board member of a wide range of semiconductor companies. He currently serves as a member of the
Board of Directors of four other publicly traded companies, including Mentor Graphics Corporation,
Actel Corporation, QLogic Corporation and Power Integrations Inc. From 1987 to 1993, he was
President and COO of VLSI, now Phillips Semiconductors, Inc., during which annual revenue tripled
from $172 million to $516 million.
From 1993 to 2004, Dr. Fiebiger served as an executive and on the board of several fabless
semiconductor companies and a semiconductor technology licensing company. Dr. Fiebiger has also
held executive positions with leading semiconductor manufacturers including United Technologies,
Motorola and Texas Instruments. He received a B.S., M.S. and Ph.D. degrees from the University of
California at Berkeley.
Mr. Heneghan brings to Pixelworks broad financial and operational experience within the
semiconductor industry. He most recently served from 1999 to 2005 as Vice President and CFO at
Intersil Corporation, a world leader in the design and manufacture of high performance analog
solutions. Mr. Heneghan is currently a member of the Board of Directors of publicly traded NTELOS
Holdings Corp.
more
Pixelworks Expands Board of Directors with the Election of James Fiebiger and Daniel Heneghan
April 10, 2006
Page 2
From 1980 to 1999, Mr. Heneghan worked in various management positions in finance, information
technology, purchasing and operations for Harris Corporation, an international communications and
information technology company serving government and commercial markets. From 1996 until leaving
the company in 1999 he held the position of Vice President and Controller of the Harris
Semiconductor Corporation. He is a graduate of Quincy University with a Bachelor of Science degree
in accounting, as well as a CPA. Mr. Heneghan also earned an MBA from St. Louis University.
We are excited to welcome Dr. Fiebiger and Mr. Heneghan who bring their own unique areas of
expertise which will further round out the depth of our Board, said Allen Alley, President, CEO
and Chairman of Pixelworks, Inc. Jim built his reputation by leading tremendous growth at VLSI.
More recently, he has spent the last 10 years running fabless semiconductor companies and gaining
deep understanding of the EDA tools business. Dan offers semiconductor-specific financial and
operational experience in addition to his knowledge of analog IC design and manufacturing. Their
experience and perspective will be invaluable as we work to return the company to growth and
profitability, concluded Alley.
About Pixelworks, Inc.
Pixelworks, headquartered in Tualatin, Oregon, is a leading provider of system-on-chip ICs for
the advanced display industry. Pixelworks solutions provide the intelligence for advanced
televisions, multimedia projectors and flat panel monitors by processing and optimizing video and
computer graphics signals to produce high quality images. Many of the worlds leading
manufacturers of consumer electronics and computer display products utilize our technology to
enhance image quality and ease of use of their products.
For more information, please visit the companys Web site at www.pixelworks.com.
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Pixelworks is a trademark of Pixelworks, Inc. All other trademarks and registration marks are
the property of their respective corporations.