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): February 13, 2008
SRA INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
| | | | |
| Delaware | | 001-31334 | | 54-1360804 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | |
4300 Fair Lakes Court Fairfax, Virginia | | 22033 |
| (Address of Principal Executive Offices) | | (Zip Code) |
(Registrant’s telephone number, including area code): (703) 803-1500
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)) |
SECTION 5. CORPORATE GOVERNANCE AND MANAGEMENT
| ITEM 5.02. | Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers. |
On February 13, 2008, the SRA International, Inc. Board of Directors (the “Board”) appointed William T. Keevan to the Board. The Board determined that William T. Keevan is an audit committee financial expert and is “independent” within the meaning of Section 303A of the New York Stock Exchange listing standards. There were no arrangements or understandings pursuant to which Mr. Keevan was appointed as a director, and there are no related party transactions between SRA International, Inc. and Mr. Keevan. Mr. Keevan will serve as a member of the audit and finance committee of the Board.
A copy of the press release, dated February 19, 2008, announcing the appointment of William T. Keevan to the Board is attached hereto as Exhibit 99.1.
SECTION 9. FINANCIAL STATEMENTS AND EXHIBITS
| ITEM 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| | |
Exhibit Number | | Exhibit |
99.1 | | Press Release dated February 19, 2008, announcing the appointment of William T. Keevan to the Board of Directors. |
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.
| | |
| | SRA INTERNATIONAL, INC. |
| |
| Date: February 19, 2008 | | /s/ MELISSA A. BURGUM |
| | Melissa A. Burgum |
| | Vice President & Corporate Controller |
