UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
Amendment
No. 1
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 16,
2007
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SILICON
STORAGE TECHNOLOGY, INC.
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(Exact
name of registrant as specified in its charter)
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California
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000-26944
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77-0225590
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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1171
Sonora Court
Sunnyvale,
California
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94086
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (408)
735-9110
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Not
Applicable
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(Former
name or former address, if changed since last
report.)
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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
5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
The
Board
of Directors of Silicon Storage Technology, Inc., or SST, appointed Edward
Yao-Wu Yang to SST’s Board of Directors, or the Board, effective October 16,
2007. Mr. Yang was subsequently appointed to the Compensation
Committee of the Board, effective October 19, 2007. Mr. Yang, age 57,
served as Vice President and Chief Technology Officer of the Personal Systems
Group of the Hewlett-Packard Company, a hardware and software technology
company, from 1998 to 2005. From 1995 to 1998, Mr. Yang served as Group R&D
Manager for the Personal Systems Group of the Hewlett-Packard Company. Mr.
Yang
holds a B.S. in Electrical Engineering from the National Cheng-Kung University
(Taiwan) and an M.S. in Electrical Engineering from Oregon State
University.
Concurrent
with his appointment to the Board, Mr. Yang was automatically granted a stock
option to purchase 45,000 shares of SST’s Common Stock at an exercise price of
$3.62 per share pursuant to SST’s 1995 Non-Employee Directors’ Stock Option
Plan. The exercise price is equal to the closing price of SST’s
Common Stock as reported on the NASDAQ Global Market on October 15,
2007. One-quarter of shares subject to the stock option will vest on
the yearly anniversary of the grant date. Pursuant to SST’s Director
Retainer Program, Mr. Yang is entitled to receive between $20,000 and $30,000
annually and $800 and $1,500 per meeting, based on his position on the Board,
in
connection with his attendance of Board and committee meetings. In addition,
he
will be entitled to reimbursement for certain travel-related expenses in
connection with his attendance at Board and committee meetings in accordance
with SST’s policy. The Director Retainer Program is filed as Exhibit 10.15
to SST’s Current Report on Form 8-K filed with the Securities and Exchange
Commission on April 21, 2005.
In
connection with his appointment as member of the Board, SST will enter into
an
indemnity agreement with Mr. Yang. SST has entered into indemnity agreements
with each of its executive officers and directors which provide, among other
things, that SST will indemnify these persons, under the circumstances and
to
the extent provided for therein, for expenses, damages, judgments, fines and
settlements he or she may be required to pay in actions or proceedings which
he
or she is or may be made a party by reason of his or her position as director,
officer or agent of SST, and otherwise to the full extent permitted under
California law and SST’s bylaws.
A
copy of
the press release announcing the appointment of Mr. Yang to the Board is
attached hereto as Exhibit 99.1.
Item
9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit
Number
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Description
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99.1
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Exhibit
99.1 Press Release, dated October 18, 2007, entitled “SST
Appoints Edward Y.W. Yang to its Board of
Directors.”
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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, thereunto
duly authorized.
Dated October
23, 2007
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SILICON
STORAGE TECHNOLOGY, INC.
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By:
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/s/
Bing
Yeh
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Bing
Yeh
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President
and Chief Executive Officer
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EXHIBIT
INDEX
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Exhibit
Number
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Description
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99.1
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Exhibit
99.1 Press Release, dated October 18, 2007, entitled “SST
Appoints Edward Y.W. Yang to its Board of
Directors.”
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