GUIDEWIRE SOFTWARE 8-K 2012
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 27, 2012
Guidewire Software, Inc.
(Exact name of registrant as specified in its charter)
2211 Bridgepointe Parkway
San Mateo, CA 94404
(Address of principal executive offices) (Zip Code)
(Registrants telephone number, including area code)
(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:
On March 27, 2012, the board of directors of Guidewire Software, Inc. (the Company) approved the annual cash and equity retainers provided to the Companys non-employee directors to be effective immediately, such that the annual retainers for the Companys non-employee directors are as follows:
Annual Cash Retainers
The Initial Grant of stock options and restricted stock units (RSUs) was made to non-employee directors of the Company on March 27, 2012. All shares subject to an Initial Grant stock option and an Initial Grant RSU for a non-employee director shall vest on December 1, 2012, provided such non-employee director continues to be a service provider to the Company on such date.
The Annual Grant of stock options and RSUs will be made to non-employee directors then serving on the board of directors of the Company at the first board of directors meeting immediately following an annual meeting of stockholders of the Company, beginning with the annual meeting of stockholders to be held in or around December 2012. All shares subject to an Annual Grant stock option and an Annual Grant RSU for a non-employee director shall vest on the one-year anniversary of the annual meeting of stockholders immediately preceding such grant, provided such non-employee director continues to be a service provider to the Company on such date.
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.