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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

March 31, 2005


Date of Report (Date of earliest event reported)

SYNAPTICS INCORPORATED


(Exact Name of Registrant as Specified in Charter)
         
DELAWARE   000-49602   77-0118518
         
(State or Other   (Commission File Number)   (IRS Employer
Jurisdiction of Incorporation)       Identification No.)

2381 BERING DRIVE
SAN JOSE, CALIFORNIA
95131


(Address of Principal Executive Offices) (Zip Code)

(408) 434-0110


(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):

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))
 
 

 


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Item 1.01 Entry into a Material Definitive Agreement.
Item 9.01. Financial Statements and Exhibits.
SIGNATURES
Exhibit Index
Exhibit 10.22


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Item 1.01 Entry into a Material Definitive Agreement.

On March 31, 2005, Synaptics Incorporated entered into a cross license agreement with Japan-based Alps Electric Co., Ltd. and Alps’ U.S.-based affiliate, Cirque Corporation. The cross licenses in the agreement are worldwide, non-exclusive, non-transferable, and royalty-free. The cross license agreement settles certain intellectual property claims of the parties and contains mutual releases of the intellectual property claims of the parties. The foregoing description of the agreement, a copy of which has been filed herewith, is qualified in its entirety by reference to the full text of the agreement, which is incorporated by reference herein. An application has been submitted to the Securities and Exchange Commission for confidential treatment, pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, of portions of the agreement. These portions have been omitted from the agreement filed herewith.

Item 9.01. Financial Statements and Exhibits.

  (a)   Financial Statements of Business Acquired.
Not applicable.
 
  (b)   Pro Forma Financial Information.
Not applicable.
 
  (c)   Exhibits.
     
Exhibit    
Number    
10.22
  Settlement Agreement between Synaptics Incorporated, Alps Electric Co., Ltd., and Cirque Corporation, dated as of March 31, 2005 *


*   An application has been submitted to the Securities and Exchange Commission for confidential treatment, pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, of portions of this exhibit. These portions have been omitted from this exhibit.

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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.

         
  SYNAPTICS INCORPORATED
 
 
Date: March 31, 2005  By:   /s/ Russell J. Knittel    
    Russell J. Knittel   
    Senior Vice President, Chief Financial Officer,
Chief Administrative Officer, and Secretary 
 
 

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Exhibit Index

     
Exhibit    
Number    
10.22
  Settlement Agreement between Synaptics Incorporated, Alps Electric Co., Ltd., and Cirque Corporation, dated as of March 31, 2005 *


*   An application has been submitted to the Securities and Exchange Commission for confidential treatment, pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, of portions of this exhibit. These portions have been omitted from this exhibit.