QUADRAMED CORP 8-K 2010
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): January 5, 2010
(Exact name of registrant as specified in its charter)
12110 Sunset Hills Road, Suite 600, Reston, VA 20190
(Address of principal executive office and 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 (see General Instruction A.2. below):
TABLE OF CONTENTS
On January 5, 2010, QuadraMed Corporation (the Company) announced Thomas J. Dunns appointment as the Companys Senior Vice President, Sales and Marketing, effective January 5, 2010.
Mr. Dunn (49) joins the Company from CareMedic Corporation, where he was vice president and executive team member from 2007 to 2009. From 2004 to 2007, he served as senior vice president at Eclipsys Corporation, where he directed domestic and international sales and account management. Mr. Dunn began his career at Shared Medical Systems (SMS), which is now part of Siemens Medical Solutions USA. During his 22 years at SMS, he held a variety of positions with steadily increasing leadership responsibilities, culminating in his role as the national vice president of IT Solutions. Mr. Dunn holds a Bachelor of Science degree in economics and business administration from Ursinus College in Collegeville, Penn.
In connection with Mr. Dunns appointment, Steven V. Russells service to the Company will terminate on January 29, 2010. Mr. Russell has served as the Companys Senior Vice President, Corporate Development. Under the terms of Mr. Russells Employment Agreement, as amended, such termination will constitute an involuntary termination.
In connection with Dunns appointment as Senior Vice President, Sales and Marketing, the Company and Mr. Dunn have entered into an Employment Agreement, Inducement Stock Option Agreement and Proprietary Information and Non-Competition Agreement. The Employment Agreement, effective January 5, 2010, includes the following material provisions:
The Inducement Stock Option Agreement, effective January 5, 2010, includes the following material provisions:
The Proprietary Information and Non-Competition Agreement, effective January 5, 2010, includes the following material provisions:
The foregoing descriptions of the Employment Agreement, Inducement Stock Option Agreement and Proprietary Information and Non-Competition Agreement are qualified in their entirety by reference to such agreements, the full text of which are filed herewith as Exhibits 99.1, 99.2 and 99.3, respectively, and all are incorporated herein by reference in response to this Item 5.02. A copy of the Press Release is furnished as Exhibit 99.4 and is incorporated herein by reference in response to this Item 5.02.
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.
Dated: January 5, 2010