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)
October 24, 2008
SUMTOTAL SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE | 000-50640 | 42-1607228 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
1808 North Shoreline Boulevard
Mountain View, California 94043
(Address of principal executive offices, including zip code)
(650) 934-9500
(Registrant’s telephone number, including area code)
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):
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02. | Results of Operations and Financial Condition |
Attached hereto as Exhibit 99.1 and incorporated by reference herein is financial information for SumTotal Systems, Inc. (the “Company”) for the quarter ended September 30, 2008 and forward-looking statements relating to the fourth quarter of fiscal year 2008 and beyond as presented in a press release of October 28, 2008 and the accompanying conference call. The information in this report shall not be incorporated by reference into any registration statement heretofore or hereafter filed under the Securities Act of 1933, as amended. The information in this report shall not be treated as filed for purposes of the Securities Exchange Act of 1934, as amended.
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On October 24, 2008 Sanjay Dholakia, the Company’s Senior Vice President and General Manager, Learning and Talent Development Business Unit, tendered his resignation to the Company. Mr. Dholakia advised the Company that he was tendering his resignation to accept a Chief Marketing Officer position at a venture backed company that does not compete with the Company. Mr. Dholakia plans to assist the Company in the transition of his duties.
Item 9.01 | Financial Statements and Exhibits. |
(d) | Exhibits |
99.1 | Earnings release of SumTotal Systems, Inc. dated October 28, 2008* |
* | Furnished, not filed. |
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.
SumTotal Systems, Inc. | ||
By: | /s/ Neil Laird | |
Neil Laird | ||
Chief Financial Officer |
Date: October 28, 2008
EXHIBIT INDEX
Exhibit Number | Description | |
99.1 | Earnings release of SumTotal Systems, Inc. dated October 28, 2008* |
* | Furnished, not filed. |