newdirector8-k.htm
United
States
Securities
and Exchange Commission
Washington,
DC 20549
Form
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported)
March 20, 2009
PERFICIENT,
INC.
(Exact
Name of Registrant as Specified in its Charter)
Delaware
|
001-15169
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74-2853258
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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1120
South Capital of Texas Highway, Suite 220, Building 3, Austin,
Texas
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78746
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(Address
of Principal Executive Offices)
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(Zip
Code)
|
Registrant's telephone number,
including area code (512)
531-6000
Not
Applicable
|
(Former
Name or Former Address, if Changed Since Last
Report)
|
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
ITEM
5.02
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DEPARTURE
OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF
PRINCIPAL OFFICERS
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(b) On
March 20, 2009, Kenneth R. Johnsen resigned as a member of the Board of
Directors of Perficient, Inc. (the “Company”).
(d) On
March 20, 2009, David D. May and John S. Hamlin were appointed to the Board of
Directors of the Company. Mr. May and Mr. Hamlin will be compensated
in accordance with the Company's non-employee director compensation policy as
more fully described in the Company's proxy statement filed with Securities and
Exchange Commission on March 24, 2009.
ITEM
7.01
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REGULATION
FD DISCLOSURE
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On March
20, 2009, the Company issued a press release announcing the appointment of David
D. May and John S. Hamlin to the Company’s Board of Directors and Kenneth R.
Johnsen’s resignation from the Board of Directors. The press release is
furnished as Exhibit 99.1 to this Current Report on Form 8-K and is
incorporated by reference into this Item 7.01.
In
accordance with General Instruction B.2 of Form 8-K, the foregoing information
in this Item 7.01 and the attached Exhibit 99.1 is deemed to be
furnished and shall not be deemed to be "filed" for purposes of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”), nor
shall such information and Exhibit be deemed incorporated by reference in any
filing under the Securities Act or the Exchange Act, except as shall be
expressly set forth by specific reference in such a filing.
ITEM
9.01
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FINANCIAL
STATEMENTS AND EXHIBITS
|
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99.1
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Perficient,
Inc. Press Release, dated March 20, 2009, announcing the appointment
of David D. May and John S. Hamlin to Perficient, Inc.’s Board of
Directors and Kenneth R. Johnsen’s resignation from the Board of
Directors
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SIGNATURE
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.
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PERFICIENT,
INC.
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|
|
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Date:
March 24, 2009
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By:
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/s/ Paul E. Martin
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|
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Paul
E. Martin
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|
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Chief
Financial Officer
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Exhibit
Index
Exhibit
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Number
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Description
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|
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99.1
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Perficient,
Inc. Press Release, dated March 20, 2009, announcing the appointment
of David D. May and John S. Hamlin to Perficient, Inc.’s Board of
Directors and Kenneth R. Johnsen’s resignation from the Board of
Directors
|