Zix Corporation - Recent Material Event

Item  5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 6, 2011, the Board of Directors of Zix Corporation (“Company”) approved changes to the compensatory arrangements for the Chief Executive Officer, Richard D. Spurr. Mr. Spurr’s annual base salary will become $330,000 effective January 1, 2012, and his performance-based bonus opportunity for the calendar year 2012 will be $220,000. The Board of Directors has not yet established the performance metrics and targets for the bonus award. The Board of Directors also approved a plan to grant Mr. Spurr 200,000 options for the Company’s common stock, pursuant to the Company’s 2001 Employee Stock Option Plan, with a grant date and exercise price to be established after the Company announces in the first quarter of 2012 its earnings and financial performance for the fourth quarter and full year 2011.


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: December 13, 2011     By:  

/s/ James F. Brashear

    James F. Brashear
    General Counsel and Corporate Secretary