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): September 30, 2015
 
 
 
ZHONE TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in its Charter)
  
 
 
 
Delaware
 
000-32743
 
22-3509099
(State or Other Jurisdiction
of Incorporation)
 
(Commission File No.)
 
(I.R.S. Employer
Identification No.)
7195 Oakport Street
Oakland, California 94621
(Address of Principal Executive Offices, Including Zip Code)
 
 
 
(510) 777-7000
(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:
¨
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.

On September 30, 2015, James Timmins resigned from his position as a director of Zhone Technologies, Inc., or Zhone, effective immediately. Mr. Timmins was a Class III director whose term would otherwise have expired at Zhone’s 2016 annual meeting of stockholders. Mr. Timmins was also a member of Zhone's Audit Committee. Mr. Timmins’ resignation did not result from any disagreement with Zhone on any matter relating to its operations, policies or practices.
Zhone does not intend to fill the vacancy on the Board of Directors created by Mr. Timmins’ resignation at this time, but may nominate a replacement for election in the future. Effective September 30, 2015, the Board of Directors of Zhone appointed current Board member Michael Connors to serve on the Audit Committee to fill the vacancy created by the resignation of Mr. Timmins.






























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.
 
 
 
 
 
 
Date: October 6, 2015
 
Zhone Technologies, Inc.
 
 
 
 
 
By:
 
/s/ Kirk Misaka
 
 
 
 
Kirk Misaka
 
 
 
 
Chief Financial Officer