UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): August 12, 2008
IMMERSION CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware 000-27969 94-3180138
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(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
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801 Fox Lane
San Jose, California 95131
(Address of principal executive offices) (Zip Code)
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Registrant's telephone number, including area code: (408) 467-1900
Not Applicable
(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:
[ ] 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.
(e) Effective July 30, 2008, the Compensation Committee (the
"Committee") of the Board of Directors of Immersion Corporation ("Immersion")
approved the terms of an executive incentive plan for fiscal 2008 (the "Bonus
Plan") for Clent Richardson, Immersion's President and Chief Executive Officer.
The Bonus Plan is intended to focus Mr. Richardson on Immersion's revenue,
operating profit and gross margin goals and other business objectives, and to
reward achievement of those goals. As previously disclosed in Mr. Richardson's
offer letter, the Bonus Plan provides for a target bonus amount of $210,000 and
a maximum bonus amount of $352,800.
The Bonus Plan provides for a discretionary multiplier ranging from 0.80 to
1.20, based on overall performance. The Compensation Committee of Immersion's
Board of Directors will determine the discretionary multiplier for Mr.
Richardson's bonus.
The actual bonus amount for Mr. Richardson is determined through
measurements of both Immersion's corporate performance and Mr. Richardson's
individual performance. Forty percent (40%) of the bonus is determined by a
matrix of varying levels of GAAP adjusted revenue and GAAP adjusted operating
profit (loss) that are achieved by Immersion in fiscal 2008; forty percent (40%)
of the bonus is determined by achievement of a number of corporate initiatives,
including the consummation of a strategic transaction that increases revenue
and/or operating income within certain specified parameters, the implementation
of an enterprise resource planning system, increasing the percentage of
Immersion's total revenue that is derived from international sources and
increasing the number of non-financial or administrative press releases issued
by Immersion in 2008; and the remaining twenty percent (20%) of the bonus is
determined by achievement of a number of individual management objectives,
including assessment of the Company's overall business strategy, the development
of growth initiatives for the Company's business units, and building
relationships with the Company's customers, employees, investors and partners.
Payment of the cash bonuses pursuant to the Bonus Plan is subject to Mr.
Richardson's continued employment through the payment date, which is expected to
occur on the next payroll period after on the later of: (a) 45 days after the
end of the fiscal year; (b) the date on which Immersion's income statement for
fiscal 2008 has been finalized, or (c) the date on which Immersion's earnings
for fiscal 2008 have been publicly disclosed. Should Mr. Richardson resign from
his employment prior to the payment date, or his employment is terminated prior
to the payment date, he will not earn any payment under the Bonus Plan.
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
IMMERSION CORPORATION
Date: August 15, 2008 By: /s/ Stephen M. Ambler
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Stephen M. Ambler
Chief Financial Officer and Vice
President, Finance