Amended Annual Report (10-k/a)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 10-K/A

(Amendment No. 2)

 

         (Mark One)

x  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

 

FOR THE FISCAL YEAR ENDED June 30, 2012

 

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 000-24487

 

 

MIPS TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

 

 

DELAWARE	77-0322161
(State or other jurisdiction of Incorporation or organization)	(I.R.S. Employer Identification Number)

 

955 EAST ARQUES AVENUE, SUNNYVALE, CA 94085

(Address of principal executive offices)

 

Registrant’s telephone number, including area code: [phone]

Securities registered pursuant to section 12(b) of the Act:

 

	Title of Each Class	Name of Each Exchange on Which Registered
	Common stock, $.001 Par Value Per Share	The Nasdaq Stock Market LLC

 

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   ¨     No   x

 

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   ¨     No  x

 

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.    Yes   x     No   ¨

     Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). x  Yes       No

 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K ( §229.405 of this chapter) is not contained herein, and will not be contained, to the best of the 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.    x

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting Company. See the definition of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12-b2 of the Exchange Act.

 

           Large Accelerated filer    ¨     Accelerated filer      x               Non-accelerated filer   ¨              Smaller reporting company  ¨  

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Act).    Yes   ¨     No   x

 

     The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold as of the last business day of the registrant’s most recently completed second fiscal quarter (December 31, 2011) was approximately $236 million for the registrant’s common stock based on the closing sale price as reported on The Nasdaq Global Select Market.

   

As of December 31, 2012, the number of outstanding shares of the registrant’s common stock, $0.001 par value, was 54,414,684.

DOCUMENTS INCORPORATED BY REFERENCE

None

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EXPLANATORY NOTE

 

     MIPS Technologies, Inc. is filing this Amendment No. 2 to our Annual Report on Form 10-K for the fiscal year ended June 30, 2012, filed with the Securities and Exchange Commission (SEC) on September 10, 2012 (Annual Report), which Annual Report was supplemented by Amendment No. 1 to the Annual Report, filed with the SEC on October 26, 2012, in response to comment letters received from the SEC in connection with its review of our application for confidential treatment for certain omitted portions of Exhibit 10.40.

     Except as otherwise expressly stated in this Amendment No. 2, this Amendment No. 2 continues to speak as of the date of the Annual Report and we have not updated the disclosure contained herein to reflect events that have occurred since the filing of the Annual Report. Accordingly, this Amendment No. 2 should be read in conjunction with our Annual Report and any other filings we made with the SEC subsequent to the filing of the Annual Report.

 

 

 

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PART IV

 

Item 15.

Exhibits and Financial Statement Schedules

3.	Exhibits. The following Exhibits are filed as part of, or incorporated by reference into, this Report:

 

Exhibit No.		List of Exhibits
3.1		Certificate of Incorporation (incorporated herein by reference to Exhibit 3.1 to the Company’s Form 8-K filed on November 14, 2003).
3.2		Amended and Restated By-Laws (incorporated herein by reference to Exhibit 3.1 to the Company’s Form 8-K filed on August 18, 2010).
4.1		Amended and Restated Preferred Stock Rights Agreement, as amended (incorporated herein by reference to Exhibit 10.11.3 to the Company’s Form 8-A12G/A filed on November 18, 2003).
10.1		The Amended and Restated Separation Agreement between the Company and Silicon Graphics, Inc. (incorporated herein by reference to Exhibit 10.1 to the Company’s Annual Report on Form 10-K for the year ended June 30, 1999).
10.2		The Corporate Agreement between the Company and Silicon Graphics, Inc. (incorporated herein by reference to Exhibit 10.2 to the Registration Statement on Form S-1, Registration No. 333-73071 (the “Registration Statement”)).
10.3		The Management Services Agreement between the Company and Silicon Graphics, Inc. (incorporated herein by reference to Exhibit 10.3 to the Registration Statement).
10.4		The Tax Sharing Agreement between the Company and Silicon Graphics, Inc. (incorporated herein by reference to Exhibit 10.4 to the Registration Statement).

 

10.5		The Technology Agreement between the Company and Silicon Graphics, Inc. (incorporated herein by reference to Exhibit 10.5 to the Registration Statement).
10.6		The Trademark Agreement between the Company and Silicon Graphics, Inc. (incorporated herein by reference to Exhibit 10.6 to the Registration Statement).
10.7		The Tax indemnification Agreement between the Company and Silicon Graphics, Inc. (incorporated herein by reference to Exhibit 10.11 to the Company's Annual Report on Form 10-K for the year ended June 30, 2000).
10.8*		The 1998 Long-Term Incentive Plan, as amended and restated (incorporated herein by reference to Exhibit 99.01 to the Company’s Form S-8 filed on May 10, 2012).
10.9*		The Employee Stock Purchase Plan, as amended (incorporated herein by reference to Exhibit 4.03 to the Company’s Current Report on Form 8-K filed on January 11, 2008).
10.10*		Directors’ Stock Option Plan, as amended (incorporated herein by reference to Exhibit 10.10 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2002).
10.11*		Nonqualified Deferred Compensation Plan (incorporated herein by reference to Exhibit 10.12 to the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2000).
10.12*		2002 Non-Qualified Stock Option Plan (incorporated herein by reference to Exhibit 4.1 to the Company’s Form S-8 filed on April 29, 2002).

 

 

 

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Exhibit No.		List of Exhibits
10.13*		Form of Award Document, as amended for Stock Option Grant to Director/Officer under the 1998 Long-Term Incentive Plan comprised of Stock Option Agreement and Exercise Notice (incorporated herein by reference to Exhibit 10.13 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2010).
10.14*		Form of Award Document, as amended for Stock Option Grant to Employee under the 1998 Long-Term Incentive Plan comprised of Stock Option Agreement and Exercise Notice (incorporated herein by reference to Exhibit 10.14 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2010).
10.15*		Form of Award Document for Restricted Stock Purchase Agreement under the 1998 Long-Term Incentive Plan (incorporated herein by reference to Exhibit 10.18 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2004).

 

10.16*		Form of Award Document for Director Stock Option Agreement (Initial Grant) under the Directors’ Stock Option Plan (incorporated herein by reference to Exhibit 10.19 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2004).
10.17*		Form of Award Document for Director Stock Option Agreement (Renewal Grant) under the Directors’ Stock Option Plan (incorporated herein by reference to Exhibit 10.20 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2004).
10.18*		Form of Award Document, as amended for Stock Option Grant to International Employee under the 1998 Long-Term Incentive Plan comprised of Stock Option Agreement and Exercise Notice (incorporated herein by reference to Exhibit 10.18 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2010).
10.19*		Form of Stock Unit Award Agreement (incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on August 18, 2009).
10.20*		Form of Stock Unit Award Agreement for Members of the Board of Directors (incorporated herein by reference to Exhibit 10.1 to the Company's Form 8-K filed on February 12, 2010).
10.21*		Form of Stock Unit Award Agreement for Employees Outside the U.S. (incorporated herein by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended December 31, 2010).
10.22*		Form of Stock Unit Award Agreement for Consultants (incorporated herein by reference to Exhibit 10.22 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2011).
10.23*		Form of Stock Unit Award Agreement for Consultants Outside the U.S. (incorporated herein by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2011).
10.24		Form of Indemnification Agreement (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on January 31, 2005).
10.25*		Change in Control Agreement (incorporated herein by reference to Exhibit 99.03 to the Company’s Current Report on Form 8-K filed on October 16, 2007).
10.26*		Amendment to Change in Control Agreement (incorporated herein by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q filed on February 6, 2009).

 

 

 

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Exhibit No.		List of Exhibits
10.27		Industrial Lease dated February 27, 2009 (incorporated herein by reference to Exhibit 99.01 to the Company’s Current Report on Form 8-K filed on March 4, 2009).

 

10.28*		Offer Letter dated December 22, 2009 to Sandeep Vij (incorporated herein by reference to Exhibit 99.02 to the Company's Form 8-K filed on January 25, 2010).
10.29*		Offer Letter dated March 10, 2010 to Ravikrishna Cherukuri, Vice President of Engineering (incorporated herein by reference to Exhibit 10.3 to the Company’s Form 10-Q filed on May 6, 2010).
10.30*		Letter Agreement and Transition Agreement between MIPS Technologies, Inc. and Sandy Creighton (incorporated herein by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2010).
10.31*		Consulting Agreement between MIPS Technologies, Inc. and Sandy Creighton (incorporated herein by reference to Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2010).
10.32*		Performance-Based Bonus Plan for Executives (incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on September 9, 2011).
10.33*		Offer Letter for Frederick Weber dated November 11, 2010 (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on November 12, 2010).
10.34*		Letter Agreement regarding the Special Bonus Plan for the Vice President of Worldwide Sales (incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on August 17, 2011).
10.35*		Transition Agreement between MIPS Technologies, Inc. and Arthur Swift (incorporated herein by reference to Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2011).
10.36*		Consulting Agreement between MIPS Technologies, Inc. and Arthur Swift (incorporated herein by reference to Exhibit 10.5 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2011).
10.37		Settlement Agreement, dated October 21, 2011, between MIPS Technologies, Inc. and Starboard (incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on October 24, 2011).
10.38*		Offer Letter for William Slater, dated October 25, 2011 (incorporated herein by reference to Exhibit 10.01 to the Company's Current Report on Form 8-K filed on October 27, 2011).
10.39*		Transition and Consulting Agreement, dated November 9, 2011, between MIPS Technologies, Inc. and Maury Austin (incorporated herein by reference to Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q for the quarter ended December 31, 2011).
10.40**		License Agreement between MIPS Technologies, Inc. and Broadcom Corporation, dated June 29, 2012.

 

 

 

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Exhibit No.		List of Exhibits
21.1		Subsidiaries of the Registrant (incorporated herein by reference to exhibit 21.1 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2012).
23.1		Consent of Independent Registered Public Accounting Firm (incorporated herein by reference to exhibit 23.1 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2012).
31.1		Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (incorporated herein by reference to exhibit 31.1 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2012).
31.2		Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (incorporated herein by reference to exhibit 31.2 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2012)
31.3		Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (incorporated herein by reference to exhibit 31.1 to the Company’s Amendment No. 1 to its Annual Report on Form 10-K for the year ended June 30, 2012)
31.4		Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (incorporated herein by reference to exhibit 31.2 to the Company’s Amendment No. 1 to its Annual Report on Form 10-K for the year ended June 30, 2012)
31.5		Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 .
31.6		Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 .
32.1		Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (incorporated herein by reference to exhibit 32.1 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2012)
32.2		Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (incorporated herein by reference to exhibit 32.2 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2012)

 

*	Management contract or compensatory plan or arrangement required to be filed as an exhibit to this Annual Report on Form 10-K pursuant to Item 15(b) of said form.

 

**	Portions of this exhibit have been omitted in conjunction with a confidential treatment application filed with the Securities and Exchange Commission.

 

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SIGNATURES

 

Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

    

		MIPS Technologies, Inc.
	By:	/s/    SANDEEP VIJ
		Sandeep Vij
		President and Chief Executive Officer .

Date: January 11, 2013

 

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

 

Signature	Title	Date
/s/ SANDEEP VIJ
Sandeep Vij	Chief Executive Officer and Director (Principal Executive Officer)	January 11, 2013
/s/ WILLIAM SLATER
William Slater	Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)	January 11, 2013
/s/ KENNETH L. COLEMAN
Kenneth L. Coleman	Director and Chairman of the Board	January 11, 2013
/s/ FRED M. GIBBONS
Fred M. Gibbons	Director	January 11, 2013
/s/ ROBERT R. HERB
Robert R. Herb	Director	January 11, 2013
/s/ WILLIAM M. KELLY
William M. Kelly	Director	January 11, 2013
/s/ JEFFREY MCCREARY
Jeffrey McCreary	Director	January 11, 2013
/s/ KENNETH TRAUB
Kenneth Traub	Director	January 11, 2013
/s/ ROBIN L. WASHINGTON
Robin L. Washington	Director	January 11, 2013
/s/ FRED WEBER
Fred Weber	Director	January 11, 2013

 

 

 

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EXHIBIT INDEX

 

 

Exhibit No.		Index of Exhibits
3.1		Certificate of Incorporation (incorporated herein by reference to Exhibit 3.1 to the Company’s Form 8-K filed on November 14, 2003).
3.2		Amended and Restated By-Laws (incorporated herein by reference to Exhibit 3.1 to the Company’s Form 8-K filed on August 18, 2010).
4.1		Amended and Restated Preferred Stock Rights Agreement, as amended (incorporated herein by reference to Exhibit 10.11.3 to the Company’s Form 8-A12G/A filed on November 18, 2003).
10.1		The Amended and Restated Separation Agreement between the Company and Silicon Graphics, Inc. (incorporated herein by reference to Exhibit 10.1 to the Company’s Annual Report on Form 10-K for the year ended June 30, 1999).
10.2		The Corporate Agreement between the Company and Silicon Graphics, Inc. (incorporated herein by reference to Exhibit 10.2 to the Registration Statement on Form S-1, Registration No. 333-73071 (the “Registration Statement”)).
10.3		The Management Services Agreement between the Company and Silicon Graphics, Inc. (incorporated herein by reference to Exhibit 10.3 to the Registration Statement).
10.4		The Tax Sharing Agreement between the Company and Silicon Graphics, Inc. (incorporated herein by reference to Exhibit 10.4 to the Registration Statement).

 

10.5		The Technology Agreement between the Company and Silicon Graphics, Inc. (incorporated herein by reference to Exhibit 10.5 to the Registration Statement).
10.6		The Trademark Agreement between the Company and Silicon Graphics, Inc. (incorporated herein by reference to Exhibit 10.6 to the Registration Statement).
10.7		The Tax indemnification Agreement between the Company and Silicon Graphics, Inc. (incorporated herein by reference to Exhibit 10.11 to the Company's Annual Report on Form 10-K for the year ended June 30, 2000).
10.8*		The 1998 Long-Term Incentive Plan, as amended and restated (incorporated herein by reference to Exhibit 99.01 to the Company’s Form S-8 filed on May 10, 2012).
10.9*		The Employee Stock Purchase Plan, as amended (incorporated herein by reference to Exhibit 4.03 to the Company’s Current Report on Form 8-K filed on January 11, 2008).
10.10*		Directors’ Stock Option Plan, as amended (incorporated herein by reference to Exhibit 10.10 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2002).
10.11*		Nonqualified Deferred Compensation Plan (incorporated herein by reference to Exhibit 10.12 to the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2000).
10.12*		2002 Non-Qualified Stock Option Plan (incorporated herein by reference to Exhibit 4.1 to the Company’s Form S-8 filed on April 29, 2002).

 

 

 

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Exhibit No.		Index of Exhibits
10.13*		Form of Award Document, as amended for Stock Option Grant to Director/Officer under the 1998 Long-Term Incentive Plan comprised of Stock Option Agreement and Exercise Notice (incorporated herein by reference to Exhibit 10.13 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2010).
10.14*		Form of Award Document, as amended for Stock Option Grant to Employee under the 1998 Long-Term Incentive Plan comprised of Stock Option Agreement and Exercise Notice (incorporated herein by reference to Exhibit 10.14 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2010).
10.15*		Form of Award Document for Restricted Stock Purchase Agreement under the 1998 Long-Term Incentive Plan (incorporated herein by reference to Exhibit 10.18 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2004).

 

10.16*		Form of Award Document for Director Stock Option Agreement (Initial Grant) under the Directors’ Stock Option Plan (incorporated herein by reference to Exhibit 10.19 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2004).
10.17*		Form of Award Document for Director Stock Option Agreement (Renewal Grant) under the Directors’ Stock Option Plan (incorporated herein by reference to Exhibit 10.20 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2004).
10.18*		Form of Award Document, as amended for Stock Option Grant to International Employee under the 1998 Long-Term Incentive Plan comprised of Stock Option Agreement and Exercise Notice (incorporated herein by reference to Exhibit 10.18 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2010).
10.19*		Form of Stock Unit Award Agreement (incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on August 18, 2009).
10.20*		Form of Stock Unit Award Agreement for Members of the Board of Directors (incorporated herein by reference to Exhibit 10.1 to the Company's Form 8-K filed on February 12, 2010).
10.21*		Form of Stock Unit Award Agreement for Employees Outside the U.S. (incorporated herein by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended December 31, 2010).
10.22*		Form of Stock Unit Award Agreement for Consultants (incorporated herein by reference to Exhibit 10.22 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2011).
10.23*		Form of Stock Unit Award Agreement for Consultants Outside the U.S. (incorporated herein by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2011).
10.24		Form of Indemnification Agreement (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on January 31, 2005).
10.25*		Change in Control Agreement (incorporated herein by reference to Exhibit 99.03 to the Company’s Current Report on Form 8-K filed on October 16, 2007).
10.26*		Amendment to Change in Control Agreement (incorporated herein by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q filed on February 6, 2009).

 

 

 

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Exhibit No.		Index of Exhibits
10.27		Industrial Lease dated February 27, 2009 (incorporated herein by reference to Exhibit 99.01 to the Company’s Current Report on Form 8-K filed on March 4, 2009).

 

10.28*		Offer Letter dated December 22, 2009 to Sandeep Vij (incorporated herein by reference to Exhibit 99.02 to the Company's Form 8-K filed on January 25, 2010).
10.29*		Offer Letter dated March 10, 2010 to Ravikrishna Cherukuri, Vice President of Engineering (incorporated herein by reference to Exhibit 10.3 to the Company’s Form 10-Q filed on May 6, 2010).
10.30*		Letter Agreement and Transition Agreement between MIPS Technologies, Inc. and Sandy Creighton (incorporated herein by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2010).
10.31*		Consulting Agreement between MIPS Technologies, Inc. and Sandy Creighton (incorporated herein by reference to Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2010).
10.32*		Performance-Based Bonus Plan for Executives (incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on September 9, 2011).
10.33*		Offer Letter for Frederick Weber dated November 11, 2010 (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on November 12, 2010).
10.34*		Letter Agreement regarding the Special Bonus Plan for the Vice President of Worldwide Sales (incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on August 17, 2011).
10.35*		Transition Agreement between MIPS Technologies, Inc. and Arthur Swift (incorporated herein by reference to Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2011).
10.36*		Consulting Agreement between MIPS Technologies, Inc. and Arthur Swift (incorporated herein by reference to Exhibit 10.5 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2011).
10.37		Settlement Agreement, dated October 21, 2011, between MIPS Technologies, Inc. and Starboard (incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on October 24, 2011).
10.38*		Offer Letter for William Slater, dated October 25, 2011 (incorporated herein by reference to Exhibit 10.01 to the Company's Current Report on Form 8-K filed on October 27, 2011).
10.39*		Transition and Consulting Agreement, dated November 9, 2011, between MIPS Technologies, Inc. and Maury Austin (incorporated herein by reference to Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q for the quarter ended December 31, 2011).
10.40**		License Agreement between MIPS Technologies, Inc. and Broadcom Corporation, dated June 29, 2012.

 

 

 

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Exhibit No.		Index of Exhibits
21.1		Subsidiaries of the Registrant (incorporated herein by reference to exhibit 21.1 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2012).
23.1		Consent of Independent Registered Public Accounting Firm (incorporated herein by reference to exhibit 23.1 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2012).
31.1		Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (incorporated herein by reference to exhibit 31.1 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2012).
31.2		Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (incorporated herein by reference to exhibit 31.2 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2012)
31.3		Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (incorporated herein by reference to exhibit 31.1 to the Company’s Amendment No. 1 to its Annual Report on Form 10-K for the year ended June 30, 2012)
31.4		Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (incorporated herein by reference to exhibit 31.2 to the Company’s Amendment No. 1 to its Annual Report on Form 10-K for the year ended June 30, 2012)
31.5		Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 .
31.6		Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 .
32.1		Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (incorporated herein by reference to exhibit 32.1 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2012)
32.2		Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (incorporated herein by reference to exhibit 32.2 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2012)

 

*	Management contract or compensatory plan or arrangement required to be filed as an exhibit to this Annual Report on Form 10-K pursuant to Item 15(b) of said form.

 

**	Portions of this exhibit have been omitted in conjunction with a confidential treatment application filed with the Securities and Exchange Commission.

 

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