UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): January 31, 2010
WEBSENSE, INC.
(Exact name of registrant as specified in its charter)
| | | | |
| DELAWARE | | 000-30093 | | #51-0380839 |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer Identification Number) |
| | |
| 10240 Sorrento Valley Road, San Diego, CA | | 92121 |
| (Address of Principal Executive Offices) | | (Zip Code) |
(858) 320-8000
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:
| ¨ | 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 |
On February 2, 2010, Websense, Inc. (“Websense” or, the “Company”) issued a press release announcing its financial results for the fourth quarter and fiscal year ending December 31, 2009. A copy of the press release is attached as Exhibit 99.1. The information in this Item and the exhibit attached hereto are being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Item and the exhibit attached hereto shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, whether filed before or after the date hereof, regardless of any general incorporation language in such filing.
On April 3, 2003, Websense announced that its Board of Directors authorized a stock repurchase program of up to 4 million shares of the Company’s common stock. On August 15, 2005, Websense announced that its Board of Directors increased the size of the stock repurchase program by an additional 4 million shares, for a total program size of up to 8 million shares. On July 25, 2006, Websense increased the size of its stock repurchase program by an additional 4 million shares, for a total program size of up to 12 million. As of December 31, 2009, the Company had repurchased an aggregate of approximately 11.5 million shares of its common stock under this program with approximately 0.5 million shares remaining available for repurchase. On January 31, 2010, the Company’s Board of Directors increased the size of its stock repurchase program by an additional 4 million shares, for a total program size of up to 16 million shares.
| Item 9.01 | Financial Statements and Exhibits. |
(a) Not applicable
(b) Not applicable
(c) Not applicable
(d) Exhibits.
| | |
Number | | Description |
| |
| 99.1 | | Press release issued by Websense, Inc. on February 2, 2010 relating to financial results. |
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 hereunto duly authorized.
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| | | | | WEBSENSE, INC. |
| | |
| Date: February 2, 2010 | | | | /s/ ARTHUR S. LOCKE III |
| | | | Arthur S. Locke III |
| | | | Sr. Vice President and Chief Financial Officer (principal financial and accounting officer) |
Exhibit Index
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Number | | Description |
| |
| 99.1 | | Press release issued by Websense, Inc. on February 2, 2010 relating to financial results. |
