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Page 1 of 14 Pages
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________
FORM 10-K/A
AMENDMENT NO. 1
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended September 30, 1996
OR
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission file number:0-19674
SyQuest Technology, Inc.
(Exact name of registrant as specified in its charter)
Delaware 94-2793941
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
_______________
47071 Bayside Parkway, Fremont, California 94538
(Address of principal executive offices) (Zip Code)
(510) 226-4000
(Registrant's telephone number, including area code)
______________
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.001 per share
(Title of Class)
Indicate by checkmark 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 checkmark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of 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. [ ]
The aggregate market value of the voting stock held by nonaffiliates of the
registrant, based upon the closing price of Common Stock on November 30, 1996,
as reported by Nasdaq, was approximately
<PAGE>
$78,663,000. Shares of Common Stock held by each officer and director and by
each person who owns 5% or more of the outstanding Common Stock have been
excluded in that such persons may be deemed to be affiliates. This determination
of affiliate status is not necessarily a conclusive determination for other
purposes.
The number of outstanding shares of the registrant's Common Stock on November
30, 1996, was 15,830,753.
DOCUMENTS INCORPORATED BY REFERENCE: None.
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ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Directors
The Company's By-Laws provide that the number of directors shall not
be less than five nor more than nine, and the exact number of directors is
currently fixed at five. Directors will continue in office until the Annual
Meeting of Stockholders in 1997 and until their successors are elected and
qualified. The following sets forth certain information concerning the
current directors:
JOSEPH BAIA, age 65, has been Vice President of Operations at Indigita
Corporation since September 1996. From September of 1995 to September of 1996,
Mr. Baia was an independent consultant in the area of operations and management.
From 1994 to September of 1995, Mr. Baia was a consultant to Q Logic Corporation
acting in the capacity of Vice President of Manufacturing and Quality. From
1988 to 1993, Mr Baia was President of Manufacturing Concepts and Technologies,
Inc., a consulting firm.
DAVID I. CAPLAN, age 67, has been Chairman, President and Chief Executive
Officer of Objectivity, a software company, since 1992 and has been a director
of the Company since 1987. From 1988 to 1993, Mr. Caplan operated his own
management and technical consulting business for client companies in the
computer, computer peripheral products and software industries. During that
time, he served as Chief Executive Officer of several private companies on a
part-time basis.
EDWIN L. HARPER, age 52, joined the Company as President in May of 1996 and
has served as both President and Chief Executive Officer of the Company since
June 1996. Prior to joining the Company, from May 1993 to April 1995, Mr.
Harper was President and Chief Executive.
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Officer of Combyte, Inc., a manufacturer of storage products. Mr. Harper was
employed by Colorado Memory Systems, Inc., a manufacturer of tape storage
products, in various capacities from 1988 to 1993, including as President and
Chief Executive Officer immediately prior to his departure. Mr. Harper serves
on the Board of Directors of McAfee Associates, Inc. and Apex PC Solutions,
Inc.
C. RICHARD KRAMLICH, age 61, has been the Managing General Partner of New
Enterprise Associates, a venture capital firm, since 1978 and has been a
director of the Company since 1983. Mr. Kramlich is also a General Partner of
four affiliated venture capital investment funds. Mr. Kramlich serves on the
Board of Directors of Chalone, Inc., Sierra Monitor Corporation, Silicon
Graphics, Inc., Lumisys, Inc., Ascent Communications, Inc., Macromedia, Inc.,
and Graphix Zone, Inc.
EDWARD L. MARINARO, age 58, has been Chairman of the Board of the Company
since May 1996 and has been a director since February 1996. From January 1996
through August 1996, Mr. Marinaro served as Vice Chairman of the Board of
Directors for Network Computing Devices ("NCD") and served as President and
Chief Executive Officer of NCD from September 1994 to January 1996. Prior to
that, from October 1989 to September 1994, he served as Director and Executive
Consultant to a number of companies, such as World Wide Technology, an
synchronous hardware and software products company; Computone Corporation, an
synchronous communication products company; and Radius Corporation, a
manufacturer of personal computer monitors, video graphic and multimedia
products. From June 1988 to October 1989, Mr. Marinaro was President and Chief
Operating Officer of Cipher Data Products, a tape storage company. Prior to
that, he held various management positions at Western Digital Corporation,
Memorex Corporation, Digital Corporation and IBM.
BOARD MEETINGS AND COMMITTEES
The Board of Directors of the Company held a total of sixteen meetings
during fiscal 1996, and no director attended fewer than seventy-five percent of
the meetings of the Board of Directors and committees thereof, if any, on which
such director served and which meetings were held during the period that such
person served on the Board or such committee. The Board of Directors has an
Audit Committee, a Stock Option Committee, a Compensation Committee and a Human
Resources Committee.
The Audit Committee, which consists of Messrs. Kramlich and Caplan, met two
times during fiscal 1996. The Audit Committee makes recommendations to the
Board of Directors concerning the employment of independent accountants, the
audited and unaudited financial statements of the Company and the Company's
financial and accounting controls and systems.
The Stock Option Committee, which consists of Messrs. Kramlich and Caplan, met
four times during fiscal 1996. This committee administers the Company's 1991
Stock Option Plan and authorizes the grant of options thereunder.
The Compensation Committee, which consists of Messrs. Kramlich and Caplan, met
four times during fiscal 1996. This committee administers the Company's 1992
Employee Stock
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Purchase Plan and reviews proposals and makes recommendations to the Board of
Directors concerning corporate compensation and benefits.
The Human Resources Committee, which consists of Messrs. Kramlich and Caplan,
met four times during fiscal 1996. This committee reviews and makes
recommendations to the Board of Directors concerning matters involving employees
of the Company (other than matters within the authority of the Compensation
Committee or the Stock Option Committee), including incentive programs
generally, management methods, employee review procedures, termination and
disciplinary matters, plant security, employee attitudes, prerequisite programs,
and officer status changes.
The Board of Directors has no nominating committee or any other committee
performing a similar function.
Other Executive Officers
- ------------------------
The following are additional executive officers of the Company. All executive
officers serve at the discretion of the Board of Directors, subject to the terms
of any employment agreements:
CHESTER A. BROWN, Jr. age 58, was named Executive Vice President, Sales and
Marketing of the Company in February 1996. Prior to joining the Company, from
April 1994 to December 1995, he served as President and CEO of Cubic Memory
Incorporated, a direct random access memory array manufacturer. From February
1993 to April 1994, Mr. Brown was Vice President of Marketing and Operations of
Q Logic Corporation, a fast input/output semiconductor company. Mr Brown has
served as a member of the board of directors of Prisma Devices, Inc., a high end
video semiconductor company, from January 1990 until the present.
HENRY J. MONTGOMERY, age 60, joined the Company as its Chief Financial Officer
of the Company and Executive Vice President, Finance in November 1996. Prior to
joining the Company, from September 1995 to November 1996, Mr. Montgomery served
as President and CEO for New Media Corporation, a privately held company which
provides PCMCIA products for the computer industry. Since 1986 Mr. Montgomery
has served as Founder and Chairman of Montgomery Financial Services Corporation
and its predecessor firm, a private management consulting financial and
accounting services company. Mr. Montgomery has served on the board of directors
of Swift Energy Company, a public oil and gas company since 1987. Previously he
served on the board of directors of Catalyst Semiconductor, Inc. (1989-1995) and
Southwall Technologies, Inc. (1972-1995).
DALE W. PILGERAM, age 53, was named Vice President and Chief Technical Officer
of the Company in March 1996. Before joining the Company, from March 1994 to
February 1996, Mr. Pilgeram was employed as a consultant with the consulting
firm of Time to Market Solutions. From August 1992 to February 1994, Mr.
Pilgeram was Vice President of the Open Systems Storage Business Unit at IBM and
served as Vice President of Storage Products Development at IBM from 1989 to
1991.
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<PAGE>
JOSEPH B. SMITH, age 55, was named Executive Vice President, Global Operations
of the Company in September 1996. Previously, Mr. Smith was vice president of
operations at Western Digital Corporation, a disk drive manufacturer, from
January 1987 until his retirement in July 1993.
THOMAS C. TOKOS, age 44, joined the Company in December 1996 as Vice
President, General Counsel and Secretary. From 1994 until joining the Company,
Mr. Tokos was Assistant General Counsel and Assistant Secretary of VLSI
Technology, Inc., a semiconductor manufacturer. Mr. Tokos was a partner in the
corporate law firm of Keck, Mahin & Cate from March of 1993 to September 1994
and was associated with the corporate law firm of Shearman & Sterling from 1988
to 1993.
COMPLIANCE WITH SECTION 16(A) OF THE SECURITIES EXCHANGE ACT
Section 16(a) of the Securities Exchange Act of 1934 requires the Company's
executive officers and directors, and persons who own more than ten percent of a
registered class of the Company's equity securities, to file reports of
ownership and changes in ownership with the Securities and Exchange Commission
(the "SEC") and the National Association of Securities Dealers, Inc. Executive
officers, directors, and greater than ten percent stockholders are required by
SEC regulation to furnish the Company with copies of all Section 16(a) forms
they file. The Form 3 for director Joseph Baia, who became a director in fiscal
1996, was not filed until October 30, 1996. Based solely on its review of the
copies of such forms received by it, or written representations from certain
reporting persons, the Company believes that all of its other executive officers
and directors complied with applicable filing requirements during the fiscal
year ended September 30, 1996.
ITEM 11. EXECUTIVE COMPENSATION
GENERAL
Shown below is information concerning the annual and long-term compensation
for services in all capacities to the Company for the fiscal years ended
September 30, 1996, 1995, and 1994 of the Chief Executive Office of the Company
and the four other most highly compensated executive officers with the Company
at the year ended September 30, 1996, along with information for the two most
highly compensated executive officers employed by the Company during fiscal 1996
that are no longer with the Company (collectively the "Named Executive
Officers"). Compensation information is only included for those years during
which the named individual served as an executive officer of the Company.
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<PAGE>
SUMMARY COMPENSATION TABLE
<TABLE>
<CAPTION>
Long Term All Other
Compensation Compensation
Annual Compensation Awards ($)
------------------------ ------------- ----------------
Number of
Shares
Underlying
Fiscal Options
Name and Principal Positions Year Salary ($) Bonus ($) Granted
- ------------------------------ ---- ------------- --------- -------
<S> <C> <C> <C> <C> <C>
Edwin L. Harper 1996 113,665 (1) 0 390,000 10,000 (2)
President and Chief
Executive Officer
Edward L. Marinaro 1996 116,446 (3) 0 390,000 8,500 (4)
Chairman of the Board
Chester Brown 1996 161,267 0 100,000 1,000 (5)
Executive Vice President
of Sales and Marketing
Dale Pilgeram 1996 149,927 (6) 0 100,000 1,000 (7)
Vice President,
Chief Technical Officer
Syed H. Iftikar 1996 314,765 (8) 0 20,000 1,000 (9)
Chairman of the Board, 1995 320,811 0 0 1,000 (9)
President and Chief 1994 319,992 0 45,000 500 (9)
Executive Officer
Michael J. Perez (10) 1996 16,538 0 - 186,747 (11)
Senior Vice President-- 1995 215,543 0 0 0
Finance, Chief Financial 1994 203,342 0 0 0
Officer
Robert E. Lyon (12) 1996 183,117 0 9,750 -
Vice President, Human 1995 127,778 0 30,000 0
Resources
</TABLE>
_______________
(1) Joined the Company in May 1996, Fiscal 1996 salary includes $29,423,
deferred until fiscal 1997 at Mr. Harper's election. Such deferred
compensation accrues interest at ten percent per annum, compounded
quarterly.
(2) Represents moving expenses.
(3) Joined the Company in May 1996, Fiscal 1996 salary includes $29,423,
deferred until fiscal 1997 at Mr. Marinaro's election. Such deferred
compensation accrues interest at ten percent per annum, compounded
quarterly,
(4) Represents the Company's maximum contribution to Mr. Marinaro's 401(k)
plan ($1,000), plus $7,500 paid to Mr. Marinaro for his attendance at
meetings of the Board of Directors before he became Chairman of the Board.
(5) Represents the Company's maximum contribution to Mr. Brown's 401(k) plan.
(6) Includes $10,000 paid to Mr. Pilgeram as a private contractor prior to his
employment with the Company.
(7) Represents the Company's maximum contribution to Mr. Pilgeram's 401(k)
plan.
(8) Left the Company in July 1996.
(9) Represents the Company's maximum contribution to Mr. Iftikar's 401(k)
plan.
(10) Left the Company in October 1995.
(11) Represents severance compensation paid upon departure from the Company.
(12) Left the Company in August 1996.
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The following table sets forth information with respect to each grant of
options to purchase the Company's Common Stock made during the last fiscal year
to each of the Named Executive Officers named in the Summary Compensation Table.
OPTION GRANTS IN FISCAL YEAR 1996
<TABLE>
<CAPTION>
Individual Grants
--------------------------------------------------------
Potential Realizable Value
% of Total at Assumed Annual Rates
No. of Options of Stock Price
Securities Granted to Exercise Appreciation
Underlying Employees or Base for Option Term(3)
Options in Fiscal Price (2) Expiration --------------------------
Name Granted(1) Year ($/Shares) Date 5% 10%
----- ---------- ---------- --------- ---------- ------- ---------
<S> <C> <C> <C> <C> <C> <C>
Edwin Harper 390,000(4) 22.2566 4.9380 05/13/01 532,069 1,175,733
Ed Marinaro 5,000 0.2853 6.7180 02/28/03 18,297 38,269
385,000(5) 21.9704 4.9380 05/13/01 525,249 1,160,667
Chester Brown 60,000(4) 3.4241 7.3750 02/28/01 122,255 270,151
40,000(4) 2.2827 4.9380 05/13/01 54,572 120,588
Dale Pilgeram 40,000(4) 2.2827 7.0000 02/28/01 81,503 180,100
21,260(4) 1.2132 7.3750 05/13/01 29,005 64,092
38,740(4) 2.2108 4.9380 05/13/01 52,852 116,789
Syed Iftikar 20,000 1.1412 11.3750 10/16/00 62,855(6) 138,891(6)
Robert Lyon 7,500 0.4280 7.3750 02/28/01 15,282(6) 33,769(6)
2,250 0.1284 4.9380 05/13/01 3,070 6,783
Michael Perez -- -- -- -- -- --
</TABLE>
_____________________________
(1) All options were granted under the Company's 1991 Stock Option Plan except
with respect to Mr. Marinaro, who has 5,000 shares under the 1992 Non-
Employee Directors Plan.
(2) Options were granted at an exercise price equal to the fair market value of
the Company's Common Stock as determined by reference to the closing price
reported on the Nasdaq National Market system on the last trading day prior
to the date of grant. Exercise price and tax withholding obligations may be
paid in cash or by an alternate method of payment if authorized by the
Board of Directors such as by delivery of already-owned shares subject to
certain conditions, or pursuant to a cashless exercise procedure.
(3) Potential realizable value is based on an assumption that the market price
of the stock appreciates at the stated rate, compounded annually, from the
date of grant to the expiration date. These values are calculated as a
result of regulations promulgated by the Securities and Exchange Commission
and so not reflect the Company's estimate of future stock price
appreciation. Actual gains, if any, are dependent on the future market
price of the Company's stock. Gains are reported net of the option exercise
price but before taxes associated with exercise.
(4) Options vest over four years.
(5) Options vest over three years.
(6) Not applicable to Mr. Iftikar's and Mr. Lyon's options, which expired on
termination of their respective employment with the Company.
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The following table sets forth information with respect to option exercises
and year-end stock option values for each of the Named Executive Officers.
AGGREGATED OPTIONS EXERCISED IN FISCAL YEAR 1996
AND FISCAL YEAR-END OPTION VALUES
<TABLE>
<CAPTION>
Shares Value Number of Securities Value of Unexercised
Acquired Underlying Unexercised In-the-Money Options
Options at FY-End at FY-End(1)
-------------------------- --------------------------
Name on Exercise Realized (1) Exercisable Unexercisable Exercisable Unexercisable
- --------------- ----------- ------------ ----------- ------------- ----------- -------------
<S> <C> <C> <C> <C> <C> <C>
Edwin Harper - - - 390,000 - $536,250
Edward Marinaro - - 128,334 261,666 $176,459 $352,916
Chester Brown - - - 40,000 - $ 55,000
Dale Pilgeram - - - 60,000 - $ 82,500
Syed Iftikar 231,623 $960,032 40,000 - - -
Robert Lyon - - 7,500 - - -
Michael Perez 25,000 $ 96,875 - - - -
</TABLE>
- -------------------
(1) Calculated as the difference between the market value of the Company's
Common Stock at exercise date or fiscal year end, as the case may be, and
the exercise price.
CHANGE OF CONTROL PROVISIONS
The 1991 Stock Option Plan of the Company provides for the automatic
acceleration of the vesting of all options outstanding under the Plan on a
merger or consolidation of the Company in which the Company is not the surviving
corporation or on a sale of all or substantially all of the assets of the
Company, if the successor entity does not assume the outstanding options or
provide options in substitution for the outstanding options.
Pursuant to a written agreement, if there is a change in control of the
Company, each of Mr. Harper and Mr. Marinaro, at his option, will be entitled to
twelve months salary, his outstanding options will immediately vest and his
health benefits will continue for 12 months.
COMPENSATION OF DIRECTORS
Each member of the Board of Directors who is not an employee of the Company
receives an annual retainer of $15,000 for serving as a director during the
fiscal year. Each nonemployee director was also paid a fee of $1,500 for each
Board meeting and $500 for each committee meeting attended. An amendment to the
1992 Non-Employee Director Stock Option Plan granting each director a one time
option to acquire 30,000 shares of the Company's Common Stock was approved at
the special meeting of the stockholders of the Company on September 26, 1996.
Each director is also granted an option each year to purchase 10,000 shares of
the Company's Common Stock. All options are valued at the fair market value of
the Company's Common Stock on the date of the grant.
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EMPLOYMENT AGREEMENTS
The Company has written employment agreements with the following named
executive officers which are summarized below:
Edwin L. Harper, President and Chief Executive Officer
Annual Base Salary: $300,000
Annual Auto Allowance: $ 7,200
One time Stock Option Grant
vesting over four years: 390,000 shares
Eligibility in the Company's Incentive Compensation Plan
Full health benefits
If terminated within the first 18 months of employment, or where there is a
change in control, Mr. Harper will be entitled to salary and health benefits
for twelve months, and all options will immediately vest.
Edward L. Marinaro, Chairman of the Board
Annual Base Salary: $300,000
Annual Auto Allowance: $ 7,200
One time Stock Option Grant
vesting over three years: 385,000 shares
Eligibility in the Company's Incentive Compensation Plan
Full health benefits
If terminated within the first 18 months of employment, or where there is a
change in control, Mr. Marinaro will be entitled to salary and health benefits
for twelve months, and all options will immediately vest.
Chester A. Brown, Jr., Executive Vice President of Sales and Marketing
Annual Base Salary: $250,000
Annual Auto Allowance: $ 7,200
One time Stock Option Grant
vesting over four years: 100,000 shares
Full health benefits
Joseph Smith, Executive Vice President of Global Operations
Annual Base Salary: $200,000
Annual Auto Allowance: $ 7,200
One time Stock Option Grant
vesting over two years: 30,000 shares
One time stock option grant vesting over four years: 100,000 shares
Full health benefits
Henry Montgomery, Vice President, Finance and Chief Financial Officer
Annual Base Salary: $200,000
Annual Auto Allowance: $ 7,200
One time Stock Option Grant
vesting over three years: 100,000 shares
Full health benefits
If terminated without cause, salary and heath care benefits will be provided
for 6 months
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ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following table sets forth beneficial ownership of Common Stock of
the Company as of December 20, 1996, by (i) each present director, (ii) each
executive officer of the Company, including certain former executive officers of
the Company named in the Summary Compensation Table set forth below, (iii) all
present directors and executive officers as a group, and (iv) all persons known
to the Company to be the beneficial owners of more than five percent of the
Company's Common Stock, the only class of voting securities of the Company
outstanding. The table does not include the holders of the Company's three
classes of convertible preferred stock (collectively, the "Preferred Stock") --
7% Cumulative Convertible Preferred Stock, Series 1 (the "7% Convertible
Preferred"), Convertible Preferred Stock, Series 1 (the "Convertible
Preferred"), and 5% Cumulative Convertible Preferred Stock, Series 2 (the
"Series 2 Preferred") -- because a holder of Preferred Stock is not permitted to
convert shares of Preferred Stock at any time when the conversion would
result in such holder and its affiliates having beneficial ownership of more
than four and nine-tenths percent (the "4.9% Restriction") of the outstanding
Common Stock of the Company.(1)
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<TABLE>
<CAPTION>
Shares of Common Stock
Beneficially Owned (1)
---------------------------------------
Name Number of Shares Percent of Shares
- ---- ---------------- ---------------------
<S> <C> <C>
Syed H. Iftikar (2) 1,096,678 6.72%
Castlewood Systems
5000 Hopyard Road, #330
Pleasanton, CA 94588
Fletcher International 1,500,000 9.19%
c/o Midland Bank Trust Corp. (Cayman)
P.O. Box 1109, Mary Street
Grand Cayman, Cayman Islands
British West Indies
SAE Magnetics 992,717 6.08%
185 Martindale Lane
San Jose, CA 95119
Edward L. Marinaro (3) 128,334 *
Edwin L. Harper 0 *
C. Richard Kramlich (4) 113,844 *
Joseph Baia (5) 30,000 *
David I. Caplan (6) 89,365 *
Michael Perez -- *
Chester Brown -- *
Dale Pilgeram -- *
Robert E. Lyon -- *
All current directors and executive officers of the Company
as a group (10 persons)(8) 263,334 1.61%
-----
24.46%
</TABLE>
_________________________
* Less than one percent.
(1) At December 20, 1996, assuming the 4.9% Restriction did not apply to: (x)
the outstanding 7% Convertible Preferred Stock was convertible into
approximately 4,394,999 shares of Common Stock (21.21% of the outstanding
shares of Common Stock) and holders of the 7% Convertible Preferred Stock
also held 1,180,665 shares of Common Stock (7.23% of the outstanding shares
of Common Stock); (y) the outstanding Convertible Preferred Stock was
convertible into a total of 1,419,367 shares and warrants to purchase a
total of 473,123 shares of Common Stock (10.39% of the outstanding shares
of Common Stock); and (z) the Series 2 Preferred Stock was convertible into
a total of 6,263,981 shares and warrants to purchase a total of 2,088,663
shares of Common Stock (33.84% of the outstanding shares of Common Stock).
Except as otherwise noted, the persons named in the table are believed to
have sole voting and investment power with respect to all shares of Common
Stock shown as beneficially owned by them, subject to community property
laws where applicable.
(2) Includes 46,300 shares held of record by Shawn Iftikar, Jon Iftikar and
Kristina Iftikar, members of Mr. Iftikar's family, and 795,000 shares held
of record by Jessi Investments, a family partnership which is a 4.87%
stockholder.
(3) Consists of options to purchase 128,334 shares, which are exercisable
within 60 days after December 20, 1996.
(4) Includes options to purchase 45,000 shares, which are exercisable within 60
days after December 20, 1996.
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<PAGE>
(5) Consists of options to purchase 30,000 shares, which are exercisable within
60 days after December 20, 1996.
(6) Includes options to purchase 60,000 shares, which are exercisable within 60
days after December 20, 1996.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
None.
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<PAGE>
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.
SYQUEST TECHNOLOGY, INC.
By: /s/Edwin L. Harper
------------------
Edwin L. Harper
President and Chief Executive Officer
Dated: January 28, 1997
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