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

 

December 31, 2013

Date of Report (Date of earliest event reported)

 

Commission File No. 0-14225

 

EXAR CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware

 

94-1741481

(State or other jurisdiction of

incorporation)

 

(I.R.S. Employer

Identification Number)

 

48720 Kato Road, Fremont, CA 94538

(Address of principal executive offices, zip code)

 

(510) 668-7000

(Registrant’s telephone number, including area code)

 

 

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 (see General Instruction A.2. below):

 

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

 

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

 

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

 

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.

 

(e) Compensatory Arrangements of Certain Officers.

 

On December 31, 2013, the Compensation Committee of the Board of Directors of Exar Corporation (the “Company”) approved an amendment to the Company’s employment agreement with Louis DiNardo, the Company’s President and Chief Executive Officer (the “Amendment”). Pursuant to the Amendment, the term of Mr. DiNardo’s employment agreement was extended through April 2, 2017, his annual rate of base salary was increased to $600,000, effective January 4, 2014, and he received additional equity awards. A copy of the Amendment will be attached to the Company’s next Quarterly Report on Form 10-Q.

 

 
 

 

 

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.

 

 

EXAR CORPORATION

 

(Registrant)

 

 

Date: January 2, 2014

/s/    Ryan A. Benton        

 

Ryan A. Benton

 

Senior Vice President and Chief Financial Officer

(Principal Financial and Accounting Officer)