UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 2
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 16, 2004
KEYNOTE SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
| | |
| 000-27241 | | 94-3226488 |
(Commission File Number) | | (IRS Employer Identification No.) |
| |
| 777 Mariners Island Boulevard, San Mateo, CA | | 94404 |
| (Address of principal executive offices) | | (Zip Code) |
(650) 403-2400
(Registrant’s 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):
| ¨ | 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)) |
TABLE OF CONTENTS
ITEM 9.01FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
SIGNATURE
Exhibit 99.2
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ITEM 9.01 FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(b) Pro Forma Financial Information
Item 9.01(b) of the Form 8-K filed by Keynote Systems, Inc. on November 29, 2004 is hereby amended to correct two numbers in the Pro Forma Combined Column of the Unaudited Pro Forma Condensed Consolidated Balance Sheets as of June 30, 2004 and Unaudited Pro Forma Condensed Combined Statements of Operations for Keynote Systems Inc. and Vividence Corporation for the nine months ended June 30, 2004 appearing in exhibit 99.2 to this report, which is incorporated herein by reference. The two changes did not affect the pro forma combined stockholders equity, revenue, or net income contained in the report previously filed.
(c) Exhibits
Item 9.01(c) of the Form 8-K filed by Keynote Systems, Inc. on September 17, 2004 is hereby amended to include a revised exhibit 99.02, which was revised as described in paragraph (b) above.
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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 thereunto duly authorized.
| | | | |
| | | | | KEYNOTE SYSTEMS, INC. |
| | |
| Date: December 6, 2004 | | By: | | /s/ Peter Maloney
|
| | | | | Peter Maloney |
| | | | | Vice President and Chief Financial Officer |
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EXHIBIT INDEX
| | |
Exhibit No.
| | Description
|
| 99.2 | | Unaudited Pro Forma Condensed Combined Financial Information |
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