UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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| Date of Report (Date of Earliest Event Reported): | | October 26, 2005 |
webMethods, Inc.
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(Exact name of registrant as specified in its charter)
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| Delaware | 001-15681 | 54-1807654 |
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(State or other jurisdiction | _____________
(Commission | ______________
(I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
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| 3877 Fairfax Ridge Road, South Tower, Fairfax, Virginia | | 22030 |
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(Address of principal executive offices) | | ___________
(Zip Code) |
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| Registrant’s telephone number, including area code: | | 703-460-2500 |
Not Applicable
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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:
[ ] 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 1.01 Entry into a Material Definitive Agreement.
As previously reported on the Form 8-K filed by webMethods, Inc. ("webMethods" or the "Company") on October 28, 2005, Mark L. Wabschall was appointed as webMethods’ Chief Financial Officer while continuing to serve as Chief Accounting Officer and Senior Vice President, Finance. On December 2, 2005, the Compensation Committee of the Board of Directors of webMethods approved an increase in compensation for Mr. Wabschall in connection with his appointment as webMethods’ Chief Financial Officer. Mr. Wabschall’s annual salary was increased to $275,000, and he is eligible to receive on-target cash incentive compensation in an amount up to 50% of his new base salary. The increase in compensation is effective as of October 26, 2005, the date of Mr. Wabschall’s appointment as Chief Financial Officer. Mr. Wabschall was also granted a stock option under the Company’s Amended and Restated Stock Option Plan to purchase 80,000 shares of the Company’s Common Stock at an exercise pr ice equal to the closing price of the Company’s Common Stock on Friday, December 2, 2005.
Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
As previously reported on the Form 8-K filed by webMethods on October 28, 2005, Mark L. Wabschall was appointed as webMethods’ Chief Financial Officer while continuing to serve as Chief Accounting Officer and Senior Vice President, Finance. That Form 8-K is amended to report that, on December 7, 2005, the Board of Directors of webMethods appointed Mr. Wabschall to the offices of Treasurer and Executive Vice President of the Company. Mr. Wabschall will hold the offices of Treasurer and Executive Vice President while continuing to serve as webMethods’ Chief Financial Officer and Chief Accounting Officer.
The information in Item 1.01 in this Amendment No. 1 is incorporated by reference.
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.
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| | | webMethods, Inc. |
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| December 8, 2005 | | By: | | /s/ DAVID MITCHELL
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| | | | | Name: DAVID MITCHELL |
| | | | | Title: President & CEO |
