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): July 13, 2005
ActivCard Corp.
(Exact Name of Registrant as Specified in Charter)
| | | | |
| Delaware | | 000-50223 | | 45-0485038 |
(State or Other Jurisdiction Of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | |
| 6623 Dumbarton Circle, Fremont, California | | 94555 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (510) 574-0100
Not Applicable
(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 Principal Officers; Election of Directors; Appointment of Principal Officers
On July 13, 2005, William Crowell resigned as a member of the ActivCard board of directors in order to pursue other interests. At the time of his resignation, Mr. Crowell served as the Chairman of the Board and as a member of the Compensation Committee. On July 18, 2005, Richard A. Kashnow was elected as Chairman of the Board. Mr. Kashnow has served as a director since August 2004.
On July 19, 2005, the Company issued a press release announcing the election of Mr. Kashnow as Chairman of the Board and Mr. Crowell’s resignation. A copy of this press release is attached hereto as exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
| | |
Exhibit No.
| | Description
|
| 99.1 | | Press release dated July 19, 2005. |
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.
| | | | |
| | | ActivCard Corp. |
| | | (registrant) |
| | |
| Date: July 19, 2005 | | By: | | /s/ Ragu Bhargava
|
| | | | | Ragu Bhargava |
| | | | | Senior Vice President and Chief Financial Officer |
EXHIBIT INDEX
| | |
Exhibit No.
| | Description
|
| 99.1 | | Press release dated July 19, 2005. |
