TiVo 2011 Annual Report Download - page 99

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Table of Contents
21. SUBSEQUENT EVENTS
On March 14, 2012, James Barton resigned from his position as Chief Technology Officer and Senior Vice President for TiVo Inc. effective March
16, 2012.
In connection with Mr. Barton's resignation, the Company has entered into a consulting agreement with him to continue to provide certain
consulting services related to patent matters, litigation, and certain technical matters to the Company until March 15, 2015, unless earlier terminated by either
Mr. Barton or the Company. Upon expiration of the consulting agreement, all of Mr. Barton's vested equity awards shall remain vested and remain exercisable
for the lesser of their original term or one year from such date of expiration. In the event the consulting agreement is terminated prior to the expiration of the
initial term by the Company other than for good reason (as defined in the consulting agreement) or by Mr. Barton for good reason (as defined in the
consulting agreement) or upon his death or a change in control of the Company (as defined in the agreement), in addition to any payments owed to him under
the agreement through the date of termination, all of Mr. Barton's unvested equity awards shall immediately vest and remain exercisable for the lesser of their
original term or one year from such date of termination. The Company expects to incur approximately $500,000 in non-cash stock-based compensation
expense related to Mr. Barton's resignation during the quarter ending April 30, 2012.
On March 21, 2012, TiVo and Microsoft reached an agreement whereby Microsoft has agreed to dismiss all of its pending litigation against TiVo,
including its action in the United States International Trade Commission and both of its cases in the United States District Court for the Northern District of
California. In conjunction with these dismissals, TiVo has agreed to dismiss its counterclaim against Microsoft in the United States District Court for the
Northern District of California. No patent rights were granted to Microsoft by TiVo.
22. SELECTED QUARTERLY FINANCIAL INFORMATION (UNAUDITED)
Quarterly Results of Operations
The following table presents certain unaudited statements of operations data for our eight most recent quarters ended January 31, 2012. In management’s
opinion, this unaudited information has been prepared on the same basis as the audited annual financial statements and includes all adjustments, consisting
only of normal recurring adjustments, necessary for a fair representation of the unaudited information for the quarters presented. This information should be
read in conjunction with our audited consolidated financial statements and the notes thereto, included elsewhere in this annual report. The results of operations
for any quarter are not necessarily indicative of results that may be expected for any future period.
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