UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): May 27, 2007
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NESS TECHNOLOGIES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 000-50954 98-0346908
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
Ness Tower, Atidim High-Tech Industrial Park, Bldg 4, Tel Aviv 61580 Israel
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(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: +972 (3) 766-6800
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N/A
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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 (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 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF
CERTAIN OFFICERS.
On May 27, 2007, Tuvia Feldman, Executive Vice President and Chief
Operating Officer, and Uri Ben-Ari, Executive Vice President and Chief Marketing
Officer, and Ness Technologies, Inc. (the "Company") agreed that they would be
leaving their positions within the Company. On May 29, 2007, the Company issued
a press release announcing these events. The Company further stated that Messrs.
Feldman and Ben-Ari will continue to support the Company in their areas of
professional activity and will aid the Company in an orderly transition process.
The Company has not yet identified their replacements.
A copy of the press release is filed as Exhibit 99.1 to this Form 8-K.
Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
Exhibit No. Exhibits
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99.1 Press Release of the Company dated May 29, 2007.
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.
NESS TECHNOLOGIES, INC.
Dated: May 30, 2007
By: /s/ Ilan Rotem
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Name: Ilan Rotem
Title: Secretary and General Counsel
