UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): March 6, 2006
AVID TECHNOLOGY, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware 0-21174 04-2977748
(State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer
Incorporation or Organization) Identification No.)
Avid Technology Park, One Park West, Tewksbury, MA 01876
(Address of Principal Executive Offices) (zip code)
Registrant's telephone number, including area code: (978) 640-6789
_____________________________________________________________
(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 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 Principal Officers; Election of Directors;
Appointment of Principal Officers.
Effective March 6, 2006, the Board of Directors of Avid Technology, Inc.
(the "Company") appointed Joel Legon to serve as the Company's Vice President
and Corporate Controller, as well as the Principal Accounting Officer.
Prior to joining the Company, Mr. Legon, age 55, served in the following
positions at Parametric Technology Corporation: from January 2004 to February
2006 as Senior Vice President of Finance and Corporate Controller; from November
1999 to January 2004 as Vice President of Finance and Corporate Controller; and
from March 1998 to November 1999 as Corporate Controller. Prior to that, Mr.
Legon held finance positions at Computervision Corporation, NEC America, Inc.,
Chesebrough-Ponds, Inc. and Richardson-Vicks Inc.
The following is the additional information required by Item 5.02(c) of
Form 8-K with respect to the appointment of Mr. Legon as the Company's principal
accounting officer:
Employment Arrangements
Pursuant to an offer letter dated February 2, 2006 by and between the
Company and Mr. Legon, Mr. Legon will receive an annual base salary of $260,000,
an option to purchase 6,000 shares of the Company's Common Stock at an exercise
price equal to the closing price of the Company's Common Stock on NASDAQ on the
date of grant (subject to approval of the Company's Board of Directors) and
shares of the Company's restricted Common Stock with a total value of $400,000
(subject to approval of the Company's Board of Directors). Mr. Legon will also
be eligible to participate in the Company's bonus plan and other benefit plans.
If Mr. Legon's employment is terminated by the Company other than for cause or
Mr. Legon terminates his employment for good reason, the Company is required to
pay Mr. Legon his base salary and provide him with comparable benefits for the
nine months following his termination. The Company must also pay Mr. Legon his
target incentive compensation of the year of termination, multiplied by the
actual plan pay-out factor and prorated for the number of months that Mr. Legon
actually worked for the Company during the year in which Mr. Legon's date of
termination occurred. In addition, any stock options or shares of restricted
stock that were due to vest within nine months of Mr. Legon's date of
termination will vest immediately upon termination.
Item 9.01 Financial Statements and Exhibits.
Exhibit Description
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*99.01 Press Release dated March 8, 2006
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* Document filed herewith
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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 hereunto duly authorized.
Date: March 8, 2006 AVID TECHNOLOGY, INC.
(Registrant)
By: /s/ Carol E. Kazmer
----------------------------------
Carol E. Kazmer
Vice President and General Counsel
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EXHIBIT INDEX
Exhibit Description
- ------- -----------
*99.01 Press Release dated March 8, 2006
- -------------------------------------
* Document filed herewith
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Contacts: Press: Carter Holland, Avid Technology, Inc., 978-640-3172,
carter_holland@avid.com
Investors: Dean Ridlon, Avid Technology, Inc., 978-640-5309,
dean_ridlon@avid.com
For Immediate Release
Avid Names Joel Legon Corporate Controller
Tewksbury, MA - March 8, 2006 - Avid Technology, Inc. (NASDAQ: AVID) today
announced that Joel Legon has been appointed vice president and corporate
controller for the company. Legon has responsibility for Avid's accounting,
financial reporting, and financial planning processes, and reports to Paul
Milbury, vice president and chief financial officer of Avid. Legon fills the
role vacated by former Avid corporate controller and chief accounting officer
Carol Reid, who retired in 2005.
"We're very pleased to welcome Joel to the Avid team," said Milbury. "His
extensive background and expertise leading finance teams at large companies will
help us build on the sound financial infrastructure we have in place today.
Joel's experience will also serve us well as we execute our long-term growth
plans in the professional and consumer media creation markets."
Legon comes to Avid from Parametric Technology Corporation (PTC) in Needham,
Mass., where he was most recently senior vice president of finance and corporate
controller. Previously, Legon served as international controller and European
finance director for Computervision of Bedford, Mass., and has held finance
positions at NEC America, Chesebrough Ponds, and Richardson Vicks.
About Avid Technology, Inc.
Avid Technology, Inc. is the world leader in digital nonlinear media creation,
management, and distribution solutions, enabling film, video, audio, animation,
games, and broadcast professionals to work more efficiently, productively, and
creatively. For more information about the company's Oscar(R), Grammy(R), and
Emmy(R) award-winning products and services, please visit: www.avid.com.
(C) 2006 Avid Technology, Inc. All rights reserved. Product features,
specifications, system requirements, and availability are subject to change
without notice. Avid, Digidesign, Film Composer, and Pro Tools are either
registered trademarks or trademarks of Avid Technology, Inc. or its subsidiaries
in the United States and/or other countries. Avid received an Oscar statuette
representing the 1998 Scientific and Technical Award for the concept, design,
and engineering of the Avid(R) Film Composer(R) system for motion picture
editing. Digidesign, Avid's audio division, received an Oscar statuette
representing the 2003 Scientific and Technical Award for the design,
development, and implementation of its Pro Tools(R) digital audio workstation.
Oscar is a trademark and service mark of the Academy of Motion Picture Arts and
Sciences. Emmy is a registered trademark of ATAS/NATAS. Grammy is a trademark of
the National Academy of Recording Arts and Sciences, Inc. All other trademarks
contained herein are the property of their respective owners.