Form 8-K for HARRIS STRATEX NETWORKS, INC.
20-Aug-2007
Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.
On August 14, 2007, the Board of Directors of Harris Stratex Networks, Inc. (the "Company") approved the terms of its 2008 Annual Incentive Plan (the "Plan"). The Plan will provide, among other things, that if certain performance criteria are achieved or exceeded, including revenue and operating income with measures weighted 60% and 40%, respectively, certain executives will be entitled to receive cash awards, up to a maximum of $1,100,000 in the aggregate to all of such executives for fiscal 2008.
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On August 14, 2007, the Board of Directors of the Company approved an amendment to Article II, Section 4 of the Company's bylaws to permit the Company to make available the list of stockholders at least ten days prior to shareholder meetings either at the place where the meeting will be held or electronically on a reasonably accessible network, and approved an amendment to Article VI, Section 1 of the Company's bylaws to authorize direct registration of shares of common stock without issuance of a share certificate as mandated by NASDAQ rules to become effective January 1, 2008. The complete text of the amended and restated bylaws as of August 14, 2007 is included in Exhibit 3.2 to this report. Item 7.01. Regulation FD Disclosure.
The 2007 Annual Meeting of Stockholders of the Company (the "Annual Meeting") will be held on November 14, 2007 at the Company's offices located at 120 Rose Orchard Way, San Jose, California commencing at 2:30 p.m., local time. Stockholders of record as of September 21, 2007 shall be entitled to vote at such Annual Meeting.
The information in this Item 7.01 is intended to be furnished pursuant to Regulation FD (17 CFR 243.100-243.103) and shall not be deemed to be filed for purposes of the Securities Exchange Act of 1934. Item 9.01 Financial Statements and Exhibits.
(c) Exhibits. The following exhibit is furnished herewith:
3.2 Amended and Restated Bylaws of Harris Stratex Networks, Inc. |