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FIO > SEC Filings for FIO > Form 8-K on 14-Sep-2012All Recent SEC Filings

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Form 8-K for FUSION-IO, INC.


14-Sep-2012

Entry into a Material Definitive Agreement, Change in Directors or Principal Offi


Item 1.01 Entry into a Material Definitive Agreement.

On September 11, 2012, Fusion-io, Inc. (the "Company") entered into the Third Amendment to Amended and Restated Loan and Security Agreement with Silicon Valley Bank (the "Amendment") which amends the Amended and Restated Loan and Security Agreement, dated as of September 13, 2010 (as amended, the "Loan Agreement"), by and between the Company and Silicon Valley Bank.

The Amendment extends the maturity date of the revolving line of credit under the Loan Agreement to December 31, 2012.

A copy of the Amendment is attached as Exhibit 10.1 to this current report on Form 8-K and is incorporated by reference herein. The foregoing description of the Amendment is qualified in its entirety by reference to the full text of such agreement.



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

On September 12, 2012, the Compensation Committee of the Board of Directors of the Company approved changes to base salaries for the Company's named executive officers (as well as the Company's executive officers expected to be identified as named executive officers in the Company's proxy statement for its 2012 annual meeting), to be effective as of July 1, 2012, as follows:

                                          FY 2012       FY 2013
                     David A. Flynn      $ 360,000     $ 500,000
                     Dennis P. Wolf        270,000       340,000
                     Richard W. Boberg     210,000       280,000
                     Neil A. Carson        240,000       280,000
                     James L. Dawson       255,000       310,000
                     Lance L. Smith        300,000       360,000
                     Rick C. White         240,000       281,000

Also on September 12, 2012, the Compensation Committee approved targets for short-term incentive award opportunities, which awards will be based on performance for the fiscal year ending June 30, 2013. These targets will be based on the following percentages of the respective officer's base salary:

                                  FY 2012 Target        FY 2013 Target
             David A. Flynn                   100 %                 100 %
             Dennis P. Wolf                    70 %                  70 %
             Richard W. Boberg                 50 %                  50 %
             Neil A. Carson                    50 %                  50 %
             Lance L. Smith                    70 %                  70 %
             Rick C. White                     50 %                  50 %

-2-


Incentive compensation for these named executive officers has been established pursuant and subject to the terms of the Company's Executive Incentive Compensation Plan, a copy of which was filed as an exhibit to the Company's Registration Statement on Form S-1, as amended, filed on May 23, 2011.

Mr. Dawson's short term incentive award target for fiscal year ending June 30, 2013 is 100% of his base salary and is structured as a sales-based commission program based on bookings goals and gross margin targets.



Item 8.01 Other Events

We expect to identify Mr. Boberg, our Executive Vice President, Strategic Business Development and General Manager of Caching Solutions, and Mr. Dawson, our Executive Vice President, Worldwide Sales, as named executive officers in the Company's proxy statement for its 2012 annual meeting of stockholders. The Company is filing a copy of Mr. Boberg's employment offer letter agreement as Exhibit 10.2 to this current report on Form 8-K. The Company has previously filed a copy of Mr. Dawson's employment offer letter agreement as Exhibit 10.17 to the Company's registration statement on Form S-1/A, as amended, filed on May 6, 2011. The employment agreements of Messrs. Boberg and Dawson, and all our named executive officers, are subject to the changes approved by the Compensation Committee described above.



Item 9.01 Financial Statements and Exhibits.

Exhibit No.                                  Description

   10.1           Third Amendment to Amended and Restated Loan and Security
                  Agreement with Silicon Valley Bank, dated as of September 11,
                  2012.

   10.2           Offer Letter, dated as of August 4, 2011, between the Company and
                  Richard W. Boberg.

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