8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 16, 2009

Glu Mobile Inc.
(Exact name of registrant as specified in its charter)

Delaware	001-33368	91-2143667
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2207 Bridgepointe Parkway, Suite 250, San Mateo, California	94404
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (650) 532-2400

Not Applicable

(Former name or former address if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

On December 16, 2009, the Compensation Committee (the “Committee”) of the Board of Directors of Glu Mobile Inc. (the “Company”) approved the Glu Mobile Inc. 2010 Executive Bonus Plan (the “Bonus Plan”), in which each of the Company’s executive officers is eligible to participate. The material terms of the Bonus Plan are as follows:

• Target bonus levels are a fixed percentage of the executive officer’s annual base salary at the time the bonus is awarded.

• Bonuses are earned and paid on an annual basis, and the executive officer must be employed on the last day of the year to be eligible for a bonus.

• 50% of the bonus will be awarded based on the Company achieving at least 90% of its annual Corporate GAAP Revenue (as defined in the Bonus Plan) plan and 50% of the bonus will be awarded based on the Company achieving at least 90% of its annual Corporate Non-GAAP Operating Margin (as defined in the Bonus Plan) plan, with each component of the bonus evaluated independently of the other.

• For each component, the executive officer will receive:

• 50% of the bonus related to that component if the Company achieves at least 90% of its plan;

• 100% of the bonus related to that component if the Company achieves at least 100% of its plan; and

• 150% of the bonus related to that component if the Company achieves at least 125% of its plan; however, in the event that the Company achieves at least 125% of its plan with respect to one bonus component but fails to achieve at least 90% of its plan with respect to the other bonus component, then the executive will only receive 100% of the bonus related to the first bonus component rather than 150%.

• If the Company achieves a bonus component either (i) above the 90% minimum threshold but below the 100% maximum threshold or (ii) above the 100% minimum threshold but below the 125% maximum threshold, then the bonus earned for such component will be calculated on a straight-line basis. However, to the extent that the Company does not achieve at least 90% of its plan with respect to both bonus components, there will be no straight-lining of bonus payments above 100%.

The Committee also established the target bonuses under the Bonus Plan for the Company’s executive officers as follows:

	2009 Target			2010 Target					2010 Target
Executive Officer	Percentage			Percentage			2010 Salary		Bonus
Alessandro Galvagni		50	%		60	%	$	290,000	$	174,000
Eric R. Ludwig		50	%		60	%	$	275,000	$	165,000
Kevin S. Chou		40	%		40	%	$	240,000	$	96,000
Thomas M. Perrault		40	%		40	%	$	225,000	$	90,000

The foregoing description of the Bonus Plan is qualified in its entirety by reference to the actual terms of the Bonus Plan. The Bonus Plan is filed as Exhibit 99.01 to this report and is incorporated into this Item 5.02 by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.01	Glu Mobile Inc. 2010 Executive Bonus Plan

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Glu Mobile Inc.
December 22, 2009	By:	/s/ Eric R. Ludwig
		Name: Eric R. Ludwig
		Title: Senior Vice President and Chief Financial Officer

Exhibit Index

99.01 Glu Mobile Inc. 2010 Executive Bonus Plan

EX-99.01

Exhibit 99.01

Glu Mobile Inc.
2010 Executive Bonus Plan

Eligibility:	1.	All Section 16(b) Officers
	2.	All eligible employees must be employed on
		the last day of the year to be eligible for the bonus.
Bonus Level:	Target bonus levels are specified as a fixed percentage of the executive’s annual base salary at the time the bonus is awarded. The exact percentage is specified in the executive’s employment offer letter, or as subsequently modified by the Compensation Committee of the Board of Directors (the “Committee”).
Frequency:	Awarded 100% on an annual basis.
Components of Bonus:	The total bonus is composed of two parts:
	1.	50% of the bonus is awarded based on the
		company achieving at least 90% of its Corporate GAAP Revenue plan;
		and
	2.	50% of the bonus is awarded based on the
		company achieving at least 90% of its Corporate Non-GAAP Operating
		Margin plan.
Attainment of Objectives:	Each of the components will be evaluated independently. There are “cliffs” associated with the attainment of the company’s objectives. For each component, the executive receives:
	•	50% of that component if the company achieves at least 90% of its plan;
	•	100% of that component if the company achieves at least 100% of
		its plan;
	•	150% of that component if the company achieves at least 125% of
		its plan.
	There is a straight line correlation between the payout and achievement at each level. Before either component of the bonus is paid at above 100% of the executive’s target bonus level for that component, a 90% threshold must be met on the other component.
Example:	Executive A has an annual salary of $225,000 with a target bonus of 40% ($90,000).
	In 2010, the company achieves 90% of its Corporate GAAP Revenue Plan and 95% of its Corporate Non-GAAP Operating Margin Plan. Executive A would thus receive the following amount for his annual bonus for 2010:
	[Corporate GAAP Revenue component] + [Corporate Non-GAAP Operating Margin component] which translates into:
	[$45,000 * 50%] + [$45,000 * 75%] = $56,250
Payment Timing:	All bonus payments made under this Bonus Plan shall be made no later than March 15, 2011.
Definitions:	“Corporate GAAP Revenue” means the revenues that the company recognizes in its financial statements.
	“Corporate Non-GAAP Operating Margin” means GAAP revenues less royalties and less core R&D, G&A, and S&M expense, and excludes all amortization, goodwill impairment charges, foreign currency exchange gains and losses, stock-based compensation expenses, restructuring charges, transitional expenses, taxes, and interest.
Effective Date:	January 1, 2010.
Amendments:	The Committee retains the authority to withdraw, amend, add to or terminate this Bonus Plan, or any portion of it, at any time in its sole discretion.