ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN
OFFICERS.
(e) On June 11, 2009, our shareholders approved an amendment to our Amended
and Restated 2006 Equity Incentive Plan to increase the total number of shares
for which awards may be granted from 1,750,000 to 2,125,000 and to increase the
maximum number of shares for which awards may be granted to any individual
participant in any calendar year from 300,000 to 500,000. The terms and
conditions of such plan are set forth under the caption "Proposal No. 2
Amendment to Amended and Restated 2006 Equity Incentive Plan" in our Definitive
Schedule 14A (Proxy Statement) filed with the Securities and Exchange Commission
on April 29, 2009. Such description, which is qualified in its entirety by
reference to the Amended and Restated 2006 Equity Incentive Plan at Exhibit 10.1
to this report, is incorporated by reference in response to this Item 5.02.
.
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