LeapFrog 2006 Annual Report Download - page 5

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
ÈANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2006
or
‘TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Transition Period from to
Commission file number 001-31396
LEAPFROG ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)
Delaware 95-4652013
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
6401 Hollis Street
Emeryville, CA 94608
(Address of principal executive offices)
[phone]
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
Class A common stock, par value $0.0001 per share New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act. ‘Yes ÈNo
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the
Act. ‘Yes ÈNo
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements for the past 90 days. ÈYes ‘No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and
will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference
in Part III of this Form 10-K or any amendment to this Form 10-K. ‘Yes ÈNo
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). ‘Large accelerated filer ÈAccelerated filer ‘Non-accelerated filer
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange
Act). ‘Yes ÈNo
The aggregate market value of the common equity held by non-affiliates of the registrant as of June 30, 2006 calculated using
the closing market price as of that day, was approximately 180,992,000 Shares of common stock held by each current executive
officer and director and by each person who is known by the registrant to own 5% or more of the outstanding voting power of the
registrant’s common stock have been excluded from this computation in that such persons may be deemed to be affiliates of the
registrant. Share ownership information of certain persons known by the registrant to own greater than 5% of the outstanding
voting power of the registrant’s common stock for purposes of the preceding calculation is based solely on information on
Schedule 13G filed with the Commission and is as of March 1, 2007. This determination of affiliate status is not a conclusive
determination for other purposes.
The number of shares of Class A common stock and Class B common stock, outstanding as of February 28, 2007 was
35,588,364 and 27,614,176, respectively.
DOCUMENTS INCORPORATED BY REFERENCE
Specified portions of the registrant’s proxy statement, which will be filed with the Commission pursuant to Regulation 14A in
connection with the registrant’s 2007 Annual Meeting of Stockholders, to be held on May 1, 2007, are incorporated by reference
into Part III of this annual report.