UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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 19, 2005
INTERACTIVE DATA CORPORATION
(Exact name of Registrant as specified in its charter)
| | | | | |
Delaware
(State or other
jurisdiction of
incorporation) | | 001-31555
(Commission
File Number) | | 13-3668779
(I.R.S. Employer
Identification No.) |
| | | |
22 Crosby Drive, Bedford, Massachusetts
(Address of principal executive offices) | | 01730
(Zip Code) |
Registrant’s telephone number, including area code: (781) 687-8500
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):
| 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)) |
TABLE OF CONTENTS
Item 1.01. Entry into Material Definitive Agreement.
Grant of Stock Options
At a meeting of the Board of Directors (the “Board”) of Interactive Data Corporation (the “Company”) held on July 19, 2005, each of the following executive officers of the Company received grants of non-statutory stock options to purchase the number of shares of common stock of the Company (the “Common Stock”) set forth opposite such executive officer’s name below. The options were granted pursuant to the Company’s 2000 Long Term Incentive Plan (the “LTIP”) and are subject to the terms of the Company’s standard executive stock option grant certificate, a copy of which is filed as Exhibit 99.1 to this report. The options have an exercise price of $21.39 per share (the closing price of the Common Stock on July 19, 2005) and have a term of ten years. Twenty-five percent of the options vest on the first anniversary of the date of grant and the remaining 75% vests quarterly thereafter with 100% of the options vesting as of the fourth anniversary of the date of grant, subject to acceleration in certain circumstances.
| | | | | |
| Name and Position | Number of Shares |
| Stuart J. Clark | | | | |
| President and Chief Executive Officer | | | 100,000 | |
| | | | | |
| Steven G. Crane | | | | |
| Executive Vice President and Chief Financial Officer | | | 35,000 | |
| | | | | |
| Raymond L. D’Arcy | | | | |
| President, Data Delivery Products, FT Interactive Data | | | 35,000 | |
| | | | | |
| John L. King | | | | |
| Chief Operating Officer, FT Interactive Data | | | 35,000 | |
| | | | | |
| Andrea H. Loew | | | | |
| Vice President and General Counsel | | | 24,500 | |
Grant of Restricted Stock Units
In addition, at the July 19, 2005 Board meeting, each of the following executive officers of the Company received grants of restricted stock units (“RSUs”) in the amount set forth opposite such executive officer’s name below. The RSUs were granted pursuant to the LTIP and are subject to the terms of the Company’s standard executive RSU agreement, a copy of which is filed as Exhibit 99.2 to this report. Each RSU represents the right to receive one share of
Common Stock upon the applicable vesting date. The RSUs vest in full on the third anniversary of the date of grant, provided that the executive remains in continuous employment with the Company and its subsidiaries, subject to acceleration in certain instances.
| | | | | |
| Name and Position | Number of Restricted Stock Units |
| Stuart J. Clark | | | | |
| President and Chief Executive Officer | | | 30,000 | |
| | | | | |
| Steven G. Crane | | | | |
| Executive Vice President and Chief Financial Officer | | | 10,000 | |
| | | | | |
| Raymond L. D’Arcy | | | | |
| President, Data Delivery Products, FT Interactive Data | | | 10,000 | |
| | | | | |
| John L. King | | | | |
| Chief Operating Officer, FT Interactive Data | | | 10,000 | |
| | | | | |
| Andrea H. Loew | | | | |
| Vice President and General Counsel | | | 7,000 | |
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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.
| | | | | |
| | INTERACTIVE DATA CORPORATION
| |
| Date: July 25, 2005 | By: | /s/ Steven G. Crane | |
| | | Name: | Steven G. Crane | |
| | | Title: | Executive Vice President and
Chief Financial Officer | |
| |
