8-K 1 d8k.htm FORM 8-K Form 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): May 12, 2005

 


 

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.)

 

7001 Oakport Street

Oakland, California 94621

(Address of principal executive offices, including zip code)

 

Registrant’s telephone number, including area code: (510) 777-7000

 


 

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 1.01 Entry into a Material Definitive Agreement.

 

On May 12, 2005, the Board of Directors of Zhone Technologies, Inc. (“Zhone”), upon the recommendation of management, confirmed the prior compensation arrangement of the non-employee directors. A summary of the compensation arrangement is attached to this Form 8-K as Exhibit 10.1.

 

Item 9.01 Financial Statements and Exhibits.

 

(c) The following exhibits are filed herewith:

 

Exhibit
Number


  

Description of Exhibit


10.1    Non-Employee Director Compensation Summary


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: May 13, 2005

  Zhone Technologies, Inc.
    By:  

/s/ Kirk Misaka


        Kirk Misaka
        Chief Financial Officer