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): October 6, 2006
MoSys, Inc.
(Exact name of registrant as specified in its charter)
000-32929
(Commission File Number)
Delaware 77-0291941
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation)
755 N. Mathilda Avenue
Sunnyvale, California 94085
(Address of principal executive offices, with zip code)
(408) 731-1800
(Registrant's telephone number, including area code)
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 (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.
MoSys, Inc. ("MoSys" or the "Company") and Raj Kanwal Singh entered
into an employment offer letter agreement, which was effective as of October 6,
2006. Pursuant to this agreement, Mr. Singh: (i) agreed to serve as Vice
President, Marketing and Business Development of the Company, (ii) will receive
an annualized base salary of $200,000, and be eligible to receive an incentive
bonus based on the the achievement of stated objectives, (iii) has been granted
an option (the "Option") to purchase 175,000 shares of the Company's common
stock as a new employee hiring inducement grant and not under the Company's
Amended and Restated 2000 Stock Option and Equity Incentive Plan. The Option has
a four-year vesting schedule, such that 25% of the total number of shares
subject to the Option will vest on the first anniversary of Mr. Singh's
employment with the Company and 1/48 of the shares subject to the Option will
vest at the end of each successive calendar month thereafter, subject in all
events to Mr. Singh's continued service with the Company.
The Company and Mr. Singh also entered into a Change-in-Control
Agreement, effective on October 6, 2006. The Change-in-Control Agreement
provides, amongst other things, that in the event of termination of Mr. Singh's
employment, other than for cause, within two years following a change-in-control
of the Company, Mr. Singh will be entitled to the immediate and unconditional
vesting of 50 percent of the then unvested stock options and stock awards
previously granted to Mr. Singh and, for the one-year period following
termination, the right to exercise any stock options or other awards held by
him.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
Exhibit No. Description
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99.1 Press Release issued October 13, 2006
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SIGNATURES
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: October 13, 2006
/s/ James R. Pekarsky
-----------------------------------
James R. Pekarsky
Vice President of Finance and Administration
and
Chief Financial Officer
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EXHIBIT INDEX
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Exhibit No. Description
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99.1 Press Release issued October 13, 2006
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