Conexant Systems 8-K 2008
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): February 20, 2008
Conexant Systems, Inc.
(Exact name of registrant as specified in its charter)
Registrants telephone number, including area code: 949-483-4600
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
At the Board meeting of Registrant on February 20, 2008, John W. Marren tendered his resignation from the Board of Directors in order to have more time to pursue other interests. The Board accepted his resignation and effective February 20, 2008 reduced the size of the Board by one director from eight to seven.
Item 8.01 Other Events.
On February 20, 2008, the stockholders of Registrant approved a proxy proposal authorizing Registrants Board of Directors to effect a reverse stock split at one of four ratios 1 for 4, 1 for 5, 1 for 8 or 1 for 10 and to proportionately decrease Registrant's authorized shares of common stock by filing an amendment to its certificate of incorporation at anytime prior to the next annual meeting of stockholders.
SECTION 9 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
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.