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
Date of Report (Date of earliest event reported): January 29, 2014
Tableau Software, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-35925 | 47-0945740 | ||
| (State or other jurisdiction | (Commission | (IRS Employer | ||
| of incorporation) | File Number) | Identification No.) |
| 837 North 34th Street, Suite 200 | ||||
| Seattle, Washington 98103 | 98103 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (206) 633-3400
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)) |
Explanatory Note
This Current Report on Form 8-K/A (this “Form 8-K/A”) amends the Current Report onForm 8-K filed with the Securities and Exchange Commission by Tableau Software, Inc. (the “Company”) on February 4, 2014 (the “OriginalForm 8-K”). The OriginalForm 8-K is being amended by thisForm 8-K/A to correct an inadvertent error contained in the OriginalForm 8-K relating to the 2014 annual base salaries of the Company’s named executive officers. The Original Form 8-K incorrectly stated that the Compensation Committee of the Board of Directors of the Company had approved an annual base salary for each of Christian Chabot and Christopher Stolte of $350,000.00 for 2014, rather than the $375,000.00 actually approved by the Compensation Committee.
No other amendments to the OriginalForm 8-K are being made by thisForm 8-K/A. Except as specifically stated herein, the OriginalForm 8-K remains unchanged. In accordance withRule 12b-15 of the Securities Exchange Act of 1934, as amended, the complete text of Item 5.02 of the OriginalForm 8-K, as amended by thisForm 8-K/A, is set forth below.
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Annual Base Salary Increases
On January 29, 2014, the Compensation Committee (the “Compensation Committee”) of the Board of Directors (the “Board”) of Tableau Software, Inc. (the “Company”), pursuant to the authority delegated to the Compensation Committee by the Board, approved annual base salaries for each of the Company’s named executive officers (as defined in Item 402(a)(3) ofRegulation S-K promulgated by the Securities and Exchange Commission), in each case effective as of January 1, 2014, as set forth in the table below.
Named Executive Officer | Title | 2014 Annual Base Salary | ||||
Christian Chabot | Chief Executive Officer | $ | 375,000.00 | |||
Christopher Stolte | Chief Development Officer | $ | 375,000.00 | |||
Thomas Walker | Chief Financial Officer | $ | 300,000.00 | |||
Adoption of 2014 Target Bonuses
On January 29, 2014, the Compensation Committee also established the target bonuses and financial performance metrics for fiscal year 2014 for the Company’s executive officers. Mr. Chabot and Dr. Stolte do not participate in the bonus plan. Mr. Walker continues to be eligible to participate in the Company’s incentive bonus plan for non-sales employees, under which full-time employees are entitled to a target bonus of up to 10% of their base salaries tied to the achievement of Company performance goals. In addition, for 2014, Mr. Walker will be eligible to receive a discretionary bonus of up to $150,000 if certain sales goals are achieved, and where the actual amount of the bonus will be determined based on the achievement of subjective performance criteria.
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.
| Tableau Software, Inc. | ||
Dated: February 7, 2014
| By: | /s/ Keenan M. Conder | |
| Keenan M. Conder | ||
| Vice President, General Counsel and Corporate | ||
| Secretary | ||