Summary of RAMBUS INC - Yahoo! Finance

Change in Directors or Principal Officers, Financial Statements and Exhibits

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

(d) Election of Charles Kissner as Director

On July 26, 2012, the Board of Directors of Rambus Inc. ("Rambus" or the "Company") elected Charles Kissner to be a member of the Board as a Class I director, to stand for reelection at the annual meeting of the Company to be held in 2014. In connection with the election of Mr. Kissner to the Board, the Board, pursuant to the provisions of the bylaws of the Company, resolved that the size of the Board of Directors be increased from nine to ten.

There are no arrangements or understandings between Mr. Kissner and any other persons pursuant to which Mr. Kissner was named a director of the Company. Mr. Kissner does not have any family relationship with any of the Company's directors or executive officers. Mr. Kissner has no direct or indirect material interest in any transaction or proposed transaction required to be reported under Section 404(a) of Regulation S-K. Mr. Kissner will receive standard compensation and option grants available to non-employee directors of the Company.

Mr. Kissner was also appointed, effective as of the next meeting of each such committee, to the Audit Committee of the Board, replacing P. Michael Farmwald, Ph.D., and was appointed as an additional member of the Corporate Governance and Nominating Committees of the Board.

After giving effect to the changes to be effective to the committees of the Board reflected above, the composition of the committees will be as follows:

Audit Committee: Eric Stang (Chair), J. Thomas Bentley and Charles Kissner

Compensation Committee: Penelope A. Herscher (Chair), David Shrigley and Abraham Sofaer

Corporate Governance/Nominating Committee: Dr. Sunlin Chou (Chair), Charles Kissner, David Shrigley and Abraham Sofaer

Attached to this Form 8-K is a press release regarding the appointment of Mr. Kissner as a Director of the Company. The information in the press release attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.