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Table of Contents
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
The information under the captions "Equity Compensation Plan Information" and "Ownership of Securities," appearing in the Proxy Statement, is
hereby incorporated by reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The information required by this Item is incorporated by reference from our Proxy Statement under the heading "Certain Relationships and Related
Transactions."
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
The information required by this Item is incorporated by reference from our Proxy Statement under the heading "Independent Auditor Fees and
Services."
PART IV
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
The following documents are filed as part of this report:
(1) Consolidated Financial Statements: See Index to Consolidated Financial Statements at Item 8 on page 56 of this report.
(2) Financial Statement Schedule: The financial statement schedules are omitted as they are either not applicable or the information required in
presented in the financial statements and notes thereto under Item 8. Financial Statements and Supplementary Data.
(3) Exhibits are incorporated herein by reference or are filed with this report as indicated below (numbered in accordance with Item 601 of Regulation
S-K):
EXHIBIT
NUMBER DESCRIPTION
3.1
Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 of the registrant's Quarterly Report on Form 10-
Q filed on September 10, 2007).
3.2
Amended and Restated Bylaws (incorporated by reference to Exhibit 3.4 of the registrant's Registration Statement on Form S-1 (SEC File No.
333-83515)).
4.8
Rights Agreement, dated as of January 16, 2001, between TiVo Inc. and Wells Fargo Shareowner Services, as Rights Agent (incorporated by
reference to Exhibit 10.1 of the registrant's Current Report on Form 8-K/A filed on January 19, 2001).
4.9
First Amendment to Rights Agreement, dated as of February 20, 2001, between TiVo Inc. and Wells Fargo Shareowner Services, as Rights
Agent (incorporated by reference to Exhibit 10 of the registrant's Current Report on Form 8-K filed on February 28, 2001).
4.10
Second Amendment to Rights Agreement, dated as of April 12, 2006, between TiVo Inc. and Wells Fargo Shareowner Services, as Rights
Agent (incorporated by reference to Exhibit 4.10 of the registrant's Annual Report on Form 10-K filed on April 14, 2006).
4.11
Certificate of Designations of the Series B Junior Participating Preferred Stock of TiVo (incorporated by reference to Exhibit 4.1 of the
registrant's Current Report on Form 8-K/A filed on January 19, 2001).
4.12
Certificate of Correction to the Certificate of Designations of the Series B Junior Participating Preferred Stock of TiVo (incorporated by
reference to Exhibit 4.2 of the registrant's Current Report on Form 8-K/A filed on January 19, 2001).
10.1*
Form of Indemnification Agreement between TiVo Inc. and its officers and directors (incorporated by reference to Exhibit 10.1 of the
registrant's Registration Statement on Form S-1 (SEC File No. 333-83515)).
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