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): November 1, 2005
HMS Holdings Corp.
(Exact Name of Registrant as Specified in Charter)
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New York | | 0-50194 | | 11-3656261 |
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(State or Other Juris- diction of Incorporation | | (Commission File Number) | | (IRS Employer Identification No.) |
401 Park Avenue South, New York, New York 10016
(Address of Principal Executive Offices, Zip Code)
Registrant’s telephone number, including area code: (212) 725-7965
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 (seeGeneral Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Section 2 — Financial Information
Item 2.02 Results of Operations and Financial Condition.
As previously reported, on October 31, 2005, HMS Holdings Corp. (the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2005. As announced in the press release, on November 1, 2005 the Company held its third quarter 2005 earnings conference call, a transcript of which is furnished as Exhibit 99.1 hereto. This exhibit is incorporated herein by reference.
The information (including Exhibit 99.1 furnished herewith) in this report shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Section 7 — Regulation FD
Item 7.01 Regulation FD Disclosure.
Section 9 — Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
This exhibit is furnished pursuant to Items 2.02 and 7.01 hereof and should not be deemed to be “filed” under the Exchange Act.
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Exhibit No. | | Exhibit Description |
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| 99.1 | | | Transcript of November 1, 2005 earnings conference call |
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 thereunto duly authorized.
Date: November 3, 2005
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| HMS HOLDINGS CORP. | |
| By: | /s/ Robert M. Holster | |
| | Robert M. Holster | |
| | President and Chief Executive Officer (Principal Executive Officer) | |
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| | |
| By: | /s/ Thomas G. Archbold | |
| | Thomas G. Archbold | |
| | Chief Financial Officer (Principal Financial Officer and Accounting Officer) | |
INDEX TO EXHIBITS
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Exhibit No. | | Description |
| 99.1 | | | Transcript of November 1, 2005 earnings conference call |