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): December 7, 2011
The KEYW Holding Corporation
(Exact name of registrant as specified in its charter)
| Maryland | | 001-34891 | | 27-1594952 |
| (State or other jurisdiction | | (Commission | | (I.R.S. Employer |
| of incorporation) | | File Number) | | Identification No.) |
1334 Ashton Road, Suite A
Hanover, MD 21076
(Address of Principal Executive Offices) (Zip Code)
(443) 270-5300
(Registrant’s telephone number, including area code)
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:
| ¨ | 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 8.01 Other Events
On December, 7, 2011, The KEYW Holding Corporation issued a press release announcing that the Board of Directors has approved the repurchase of up to 2 million of its outstanding shares of common stock over the next 12 months in open market or privately negotiated transactions. The repurchase program may be suspended or discontinued at any time. A copy of the press release is attached hereto as Exhibit 99.1.
| Exhibit No. | | Description |
| | | |
| 99.1 | | Press Release, dated December 7, 2011, announcing the share repurchase program. |
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.
| | | | | The KEYW Holding Corporation |
| | | | |
| Date: December 7, 2011 | | | | By: | | /s/ Leonard E. Moodispaw |
| | | | | | | Name: | | Leonard E. Moodispaw |
| | | | | | | Title: | | President and Chief Executive Officer |
EXHIBIT INDEX
| Exhibit No. | | Description |
| | | |
| 99.1 | | Press Release, dated December 7, 2011, announcing the share repurchase program. |
