EX-99.1 2 a05-20021_1ex99d1.htm EXHIBIT 99

Exhibit 99.1

 

ZORAN CORPORATION

Summary of Compensation Arrangements

with Named Executive Officers and Directors

(Amended as of November 4, 2005)

 

OFFICERS

 

Set forth below is a description of the compensation arrangements for each of our executive officers.

 

 

 

 

 

2005

 

Name

 

Title

 

Base Salary

 

Target Bonus

 

 

 

 

 

 

 

 

 

Gerzberg, Levy

 

President/CEO

 

$

391,000

 

100

%

Schneider, Karl

 

Chief Financial Officer

 

$

241,000

 

70

%

Shenberg, Isaac

 

Senior VP, Business Development

 

$

200,000

 

60

%

 

The executive bonus is based upon both company and individual performance factors during the bonus period.  The percentage of bonus payout is based upon achievement of both company and individual goals and decided upon by the Board of Directors compensation committee.

 

DIRECTORS

 

The general Zoran Corporation Board of Directors compensation plan provides the following compensation components for service as board members, for participation at board meetings, and service on board committees:

 

                  Annual retainer fee of $20,000 per Director

                  Per board meeting fee of $2,000 per Director

                  Quarterly committee fee of $2,500 per chairperson of a board committee

                  Quarterly committee fee of $1,500 per Director serving on a committee

                  Per committee meeting fee of $750 per Director

                  Initial stock option grants of 30,000 shares per Director on appointment

                  Annual stock option grants of 15,000 shares per Director

 

The initial options grants become exercisable in installments of one-fourth (1/4) of the total number of shares on each of the first, second, third and fourth anniversaries of the date of grant.  The annual option grants become fully exercisable on the one year anniversary of the date of grant, subject to the directors continuous service.  Options granted have a term of ten (10) years.