Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On April 12, 2012, we and our Senior Vice President - Chief Technology Officer, Nicholas I. Ibrahim, mutually agreed to a separation of Mr. Ibrahim's employment from the Company. As a result of this agreement, Mr. Ibrahim will be eligible to receive certain entitlements under our previously disclosed Severance Plan. Mr. Ibrahim's unvested stock option and restricted stock awards will vest pursuant to the terms of those awards and any amendments thereto such that Mr. Ibrahim will fully vest in any unvested equity, subject to, in the case of performance shares, satisfaction of any applicable performance measures.

---