ADVS » Topics » Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

This excerpt taken from the ADVS 8-K filed Feb 18, 2010.
ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

 

On February 11, 2010, Advent Software, Inc.’s (the “Company”) Compensation Committee approved a form of 2010 Executive Short-Term Incentive Plan (the “Plan”) which applies to the Chief Executive Officer, and executives that are members of Advent’s Executive Management Team (the “Executives”). A description of the Plan is filed as Exhibit 10.1 to this report.

 

This excerpt taken from the ADVS 8-K filed Jul 20, 2009.

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

 

On March 25, 2009, Advent Software Inc. (the “Company”) filed a Form 8-K under Item 5.02 to announce the appointment of Christine S. Manfredi to its Board of Directors (the “Board”). This Form 8-K/A amends the Form 8-K filed on March 25, 2009 to disclose the committee of the Board to which Ms. Manfredi has been named.

 

On July 20, 2009, and effective as of such date, the Board appointed Ms. Manfredi to replace Robert A. Ettl as a member of the Audit Committee. Mr. Ettl will remain as a member of the Board.

 

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Table of Contents

 

SIGNATURES

 

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, thereunto duly authorized.

 

 

 

ADVENT SOFTWARE, INC.

 

 

 

 

 

By:

/s/ James S. Cox

 

 

James S. Cox

 

 

Vice President and Corporate Controller
(Principal Accounting Officer)

 

 

Dated: July 20, 2009

 

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This excerpt taken from the ADVS 8-K filed Mar 25, 2009.

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

 

On March 23, 2009, the Board of Directors (the “Board”) of Advent Software Inc. (“Advent” or the “Company”) elected Christine S. Manfredi to the Board of Advent.

 

This excerpt taken from the ADVS 8-K filed Jan 26, 2009.
ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

 

On January 20, 2009, the Company’s Compensation Committee approved a form of 2009 Executive Short-Term Incentive Plan (the “Plan”) which applies to the Principal Executive and Financial Officer, and executive-level members of the Registrant’s Executive Management Team (the “Executives”). A description of the Plan is filed as Exhibit 10.1 to this report.

 

This excerpt taken from the ADVS 8-K filed Dec 4, 2008.

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

 

On December 3, 2008, the Board of Directors (the “Board”) of Advent Software, Inc. (the “Company”) appointed David P.F. (Pete) Hess Jr. as the Company’s President, effective immediately. Stephanie G. DiMarco, currently President and Chief Executive Officer and interim Chief Financial Officer, will continue to serve as the Company’s Chief Executive Officer and Chief Financial Officer. The Company’s Global Accounts, Investment Management Group, Straight-Through-Processing and Services groups, as well as Advent international operations, will now report to Mr. Hess. Mr. Hess, age 38, joined the Company in 1994. Since February 2007, Mr. Hess has been responsible for Advent’s Investment Management Group and international operations, and has had global responsibility for strategy, product marketing, sales, services and support of Advent solutions. From May 2004 to February 2007, Mr. Hess served as Executive Vice President and General Manager of the Company’s Global Accounts group. Prior to May 2004, Mr. Hess held a variety of positions in the Company including Vice President of Sales and Vice President of Marketing. Ms. DiMarco’s position as Chief Financial Officer will no longer be interim and James S. Cox will continue to serve as the Company’s Principal Accounting Officer.

 

On December 4, 2008, the Company issued a press release announcing the appointment of Mr. Hess as the President of the Company. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

This excerpt taken from the ADVS 8-K filed Jul 29, 2008.

ITEM 5.02(e) Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On July 29, 2008, the Company announced that Craig B. Collins, the Company’s Executive Vice President and Chief Financial Officer, will leave the Company effective July 31, 2008. Mr. Collins will spend more time with his family and pursue other opportunities. Mr. Collins has made himself available as required to help in any transition. In connection with such termination of employment, the Company and Mr. Collins have entered into a Separation Agreement dated as of July 28, 2008 which provides for the severance contained in the Company’s Executive Severance Plan. A copy of the agreement will be filed with the Company’s Quarterly Report on Form 10-Q.

 

In the interim, Stephanie G. DiMarco, Chief Executive Officer, will be responsible for the operations of the Company’s finance department. James S. Cox, Vice President and Corporate Controller, has been named the Company’s Principal Accounting Officer effective immediately.

 

This excerpt taken from the ADVS 8-K filed May 8, 2008.

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

 

On November 8, 2007, Advent Software Inc. (the “Company”) filed a Form 8-K under Item 5.02 to announce the appointment of Robert Ettl to its Board of Directors (the “Board”). This Form 8-K/A amends the Form 8-K filed on November 8, 2007 to disclose the committee of the Board to which Mr. Ettl has been named.

 

On May 7, 2008 and effective as of such date, the Board appointed Mr. Ettl to replace A. George Battle on the Audit Committee of the Board.

 

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SIGNATURES

 

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, thereunto duly authorized.

 

 

 

ADVENT SOFTWARE, INC.

 

 

 

 

 

By:

/s/ Craig B. Collins

 

 

Craig B. Collins
Executive Vice President and
Chief Financial Officer
(Principal Financial and Accounting Officer)

 

 

Dated: May 8, 2008

 

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This excerpt taken from the ADVS 8-K filed Feb 5, 2008.
ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

 

On February 1, 2008, the Company’s Compensation Committee approved a form of 2008 Executive Short-Term Incentive Plan (the “Plan”) which applies to the Principal Executive Officer, Principal Financial Officer and executive-level members of the Registrant’s Executive Management Team (the “Executives”). A description of the Plan is filed as Exhibit 10.1 to this report.

 

This excerpt taken from the ADVS 8-K filed Dec 20, 2007.

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

 

On December 14, 2007, Advent Software, Inc. (the “Company”) appointed Craig Collins as Chief Financial Officer Designate effective December 31, 2007. In March 2008, after the filing of the Company’s annual report on Form 10-K for the fiscal year ending December 31, 2007, Mr. Collins will assume the role of Chief Financial Officer (“CFO”). Pursuant to the terms of the employment offer letter (the “Offer Letter”) between Mr. Collins and the Company, Mr. Collins will receive a base salary of $300,000 per year and will be eligible to receive an annual bonus with a target of $150,000 based on company and individual performance. Mr. Collins will be granted 200,000 stock-settled stock appreciation rights on the 10th business day of the month following his first day of employment to vest under the Company’s standard schedule (over 5 years, with 20% vesting on the first anniversary of the grant date and the remainder vesting in equal installments over the remaining 48 months). As indicated in the Offer Letter attached hereto as Exhibit 99.1, he will be a participant in the Advent Executive Severance Plan, which was previously filed with the Company’s annual report on Form 10-K for the fiscal year ending December 31, 2005, with the modifications indicated in the attached Offer Letter. Mr. Collins will also be eligible to participate in the Company’s standard benefits package, including medical, dental and vision plans, life insurance, disability coverage, the Company’s Employee Stock Purchase Plan and the 401(k) Retirement Savings Plan.

 

Prior to joining Advent, Mr. Collins, age 52, served as Executive Vice President and CFO at IronPort Systems from 2005 to 2007, where he led the company to prepare for a public offering and ultimately helped facilitate the merger of IronPort and Cisco Systems. Before IronPort, Mr. Collins was Executive Vice President of Corporate Development and CFO at Brio Software from 2002 to 2003, where he oversaw the merger with Hyperion Systems (now part of Oracle). Prior to that, Mr. Collins was Executive Vice President and CFO of CoSine Communications. Prior to that, Mr. Collins served as Vice President and CFO of Optical Coating Laboratory which was acquired by JDS Uniphase. Mr. Collins also spent 18 years at Hills Bros. Coffee/Nestle Beverage Co., where he served as Senior Vice President of Finance, Chief Information Officer and held several other positions in finance and information technology.

 

This excerpt taken from the ADVS 8-K filed Nov 8, 2007.

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

 

On November 6, 2007, the Board of Directors (the “Board”) of Advent Software Inc. (the “Company”) elected Robert Ettl to the Board of Advent.

 

This excerpt taken from the ADVS 8-K filed Sep 27, 2007.

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

On January 17, 2007, the Compensation Committee of Advent Software, Inc.’s (the “Company”) Board of the Directors approved a form of the 2007 Executive Short-Term Incentive Plan (the “Plan”) which applies to the Principal Executive Officer, Principal Financial Officer, and executive-level members of the Registrant’s Executive Management Team (the “Executives”). Each of the Executives entered into individualized forms of the Plan as of June 29, 2007. Under the terms of the Plan, Executives must be employed by the Company through the payout date in the first quarter of 2008 to be eligible for payment.

On August 14, 2007, Graham V. Smith, the Company’s Principal Financial Officer, announced his intention to resign from the Company on December 14, 2007. Mr. Smith will remain as Chief Financial Officer until his resignation date and will assist in transitioning his responsibilities.

On September 21, 2007, after taking into account Mr. Smith’s four-month notice period and in recognition of past performance, Advent’s management recommended and the Compensation Committee authorized a payout of Mr. Smith’s bonus at target under the Plan after completing his notice period. As a result, a total bonus amount of $143,500 will be paid to Mr. Smith subsequent to December 14, 2007.

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SIGNATURES

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, thereunto duly authorized.

ADVENT SOFTWARE, INC.

 

 

 

By:

Graham V. Smith

 

 

Graham V. Smith

 

 

Executive Vice President,

 

 

Chief Financial Officer and Secretary

 

 

(Principal Financial and Accounting Officer)

 

Dated: September 27, 2007

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This excerpt taken from the ADVS 8-K filed Aug 20, 2007.

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

On August 14, 2007, Graham V. Smith, the Company’s Executive Vice President and Chief Financial Officer, announced his intention to resign from the Company on December 14, 2007 to pursue an opportunity with another software company. Mr. Smith will remain as Chief Financial Officer until his resignation date and will assist in transitioning his responsibilities. The Company has commenced a search to identify a successor to Mr. Smith.

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SIGNATURES

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.

ADVENT SOFTWARE, INC.

 

 

 

 

By:

/s/ Graham V. Smith

 

 

Graham V. Smith

 

 

Executive Vice President,

 

 

Chief Financial Officer and Secretary

 

 

(Principal Financial and Accounting Officer)

 

Dated: August 20, 2007

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This excerpt taken from the ADVS 8-K filed Jul 5, 2007.

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

On January 17, 2007, the Registrant’s Compensation Committee approved a form of 2007 Executive Short-Term Incentive Plan (the “Plan”) which applies to the Principal Executive Officer, Principal Financial Officer, and executive-level members of the Registrant’s Executive Management Team (the “Executives”).  Each of the Executives entered into individualized forms of the Plan as of June 29, 2007. A description of the Plan is filed as Exhibit 10.1 to this report.

This excerpt taken from the ADVS 8-K filed Mar 2, 2007.
ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On February 26, 2007, Terry H. Carlitz and William F. Zuendt each informed the Board of Directors (the “Board”) of Advent Software, Inc. (the “Company”) that they will not stand for re-election at the Company’s 2007 Annual Meeting of Stockholders. Ms. Carlitz and Mr. Zuendt’s decisions not to stand for reelection were reached for personal reasons and were not the result of any disagreement with the Company on any matter related to its operations, policies or practices. Both Ms. Carlitz and Mr. Zuendt will continue to serve as directors through the date of the Company’s next Annual Meeting of Stockholders, which is currently scheduled to be held on May 16, 2007.

This excerpt taken from the ADVS 8-K filed Feb 1, 2007.

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

On January 29, 2007, Daniel T.H. Nye, the Company’s Executive Vice President and General Manager, announced his intention to resign from the Company on February 2, 2007. The Company has not currently appointed a successor to Mr. Nye.

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