Item 5.02. Departure of Directors
or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain
Officers
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Taleo Corporation - Recent Material Event
On August
13, 2008, the board of directors of Taleo Corporation (the “Company”) appointed
Jeffrey Stiefler as a Class III director, effective immediately. Mr.
Stiefler was also appointed as a member of the Corporate Governance and
Nominating Committee of the board of directors.
Mr.
Stiefler will participate in the Company’s standard non-employee director
compensation arrangements. Under the terms of those arrangements, Mr.
Stiefler will receive annual compensation of $25,000 for serving on the board of
directors and an additional $2,500 per year for serving on the Corporate
Governance and Nominating Committee. Mr. Stiefler may elect to receive up to 50%
of his cash compensation in cash with the balance paid in the form of the
Company’s securities. In addition, Mr. Stiefler will receive an initial option
to purchase 35,000 shares of the Company’s Class A common stock, which vests as
to one-third of the shares on each anniversary of the grant date, and a
restricted stock grant on the date of the Company’s annual meeting of
stockholders with a fair market value on the date of grant equal to $160,000,
which vests on the anniversary of the grant date. In addition, Mr. Stiefler has
executed the Company’s standard form of indemnification agreement.
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.
Date: August
15, 2008
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