CEVA, INC. (NASDAQ:CEVA) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

ITEM5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF
DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY
ARRANGEMENTS OF CERTAIN OFFICERS

On December 8, 2016, the Board of Directors of CEVA, Inc. (the
Company) unanimously approved the appointment of Maria Marced as
an independent member of the Board of Directors (the Board) of
the Company, effective immediately. to her appointment, Ms.
Marced will serve as a director until the Companys annual meeting
of stockholders in 2017.

In accordance with the Companys non-employee director
compensation policy, Ms. Marced will be entitled to receive an
annual cash retainer of $40,000 per annum and an option award to
purchase 38,000 shares of the Companys common stock under the
Companys Director Stock Option Plan. The stock options vest over
four years with the first 25% vesting after the first anniversary
of the grant date and the remainder vesting 25% each year
thereafter.

The Company also intends to enter into its standard director
indemnification agreement with Ms. Marced, the form of which was
described in and filed as an exhibit to the Companys Form 10
filed with the U.S. Securities and Exchange Commission on June 3,
2002, and incorporated herein by reference.

There is no arrangement or understanding between Ms. Marced and
any other person to which Ms. Marced was selected as a director.
Ms. Marced does not have any direct or indirect material interest
in any transaction required to be disclosed to Item 404(a) of
Regulation S-K.

ITEM5.03. AMENDMENTS TO ARTICLES OF INCORPORATION OR
BYLAWS; CHANGE IN FISCAL YEAR.

On December 8, 2016, in connection with the appointment of Ms.
Marced, the Board approved an amendment and restatement of the
Companys bylaws (the AR Bylaws), effective immediately, to fix
the number of directors of the Company at eight.

The foregoing description of the AR Bylaws is qualified in its
entirety by reference to the complete text of the AR Bylaws,
which are attached as Exhibit 3.1 to this Current Report on Form
8-K and are incorporated herein by reference.

ITEM9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.

About CEVA, INC. (NASDAQ:CEVA)

CEVA, Inc. (CEVA) is a licensor of signal processing intellectual property (IP). The Company partners with semiconductor companies and original equipment manufacturers (OEMs) to create connected devices for a range of end markets, including mobile, consumer, automotive, industrial and Internet of things (IoT). The Company operates in the segment of licensing of intellectual property to semiconductor companies and electronic equipment manufacturers. It addresses the requirements of the mobile, consumer, automotive, industrial and IoT markets by designing and licensing application-specific signal processing platforms, which enable the design of solutions for developing a range of applications, including communications and connectivity, audio and voice, imaging and vision, and storage. It has research and development facilities in Israel, France, Ireland and the United Kingdom, and sales and support offices throughout Asia Pacific, Japan, Sweden, France, Israel and the United States.

CEVA, INC. (NASDAQ:CEVA) Recent Trading Information

CEVA, INC. (NASDAQ:CEVA) closed its last trading session up +1.57 at 33.97 with 120,928 shares trading hands.