================================================================================ 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): June 24, 2004 CALLIDUS SOFTWARE INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-50463 77-0438629 (State or Other (Commission File Number) (IRS Employer Jurisdiction of Identification No.) Incorporation) 160 W. Santa Clara Street, Suite 1500 San Jose, CA 95113 (Address of Principal Executive Offices) (Zip Code) (408) 808-6400 (Registrant's Telephone Number, Including Area Code) Not Applicable (Former Name or Former Address, if Changed Since Last Report) ---------- ================================================================================ Item 5. Other Events and Regulation FD Disclosure On June 23, 2004, Callidus Software Inc. announced the appointment of David Pratt as interim president and chief executive officer, the resignation of Reed Taussig as its president, chief executive officer and chairman of the board and the appointment of Michael Braun as chairman of the board. Attached hereto, and incorporated by reference herein as Exhibit 99.1 is the press release dated June 23, 2004. Item 7. Exhibits 99.1 Press release dated June 23, 2004 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. CALLIDUS SOFTWARE INC. Date: June 24, 2004 By: /s/ RONALD J. FIOR -------------------------------- Name: Ronald J. Fior Title: Chief Financial Officer, Vice President, Finance Exhibit Index 99.1 Press release dated June 23, 2004 announcing the appointment of David Pratt as interim president and chief executive officer, the resignation of Reed Taussig as its president, chief executive officer and chairman of the Board and the appointment of Michael Braun as chairman of the board.