1 ================================================================================ 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 24, 2000 VA LINUX SYSTEMS, INC. - -------------------------------------------------------------------------------- (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE 000-28369 77-0399299 - -------------------------------------------------------------------------------- (STATE OR OTHER (COMMISSION FILE NUMBER) (I.R.S. EMPLOYER JURISDICTION OF IDENTIFICATION NO.) INCORPORATION OR ORGANIZATION) 1382 BORDEAUX DRIVE SUNNYVALE, CALIFORNIA 94089 - -------------------------------------------------------------------------------- (ADDRESS, INCLUDING ZIP CODE, OF PRINCIPAL EXECUTIVE OFFICES) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (408) 542-8600 NOT APPLICABLE - -------------------------------------------------------------------------------- (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT) ================================================================================ 2 ITEM 5. OTHER EVENTS. On February 24, 2000, VA Linux Systems, Inc., a Delaware Corporation ("VA Linux"), reported financial results for its second quarter ended January 28, 2000. On February 25, 2000, VA Linux issued an additional press release regarding its earnings for its second quarter ended January 28, 2000. The press release announcing the financial results is filed as Exhibit 99.1 hereto. The conference call script discussing the financial results is filed as Exhibit 99.2 hereto. The press release discussing the earnings per share is filed as Exhibit 99.3 hereto. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (a) Not applicable. (b) Not applicable. (c) Exhibits. 99.1 Text of Press Release dated February 24, 2000. 99.2 Text of Conference Call Script dated February 24, 2000. 99.3 Text of Press Release dated February 25, 2000. - 2 - 3 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. VA LINUX SYSTEMS, INC. a Delaware corporation Dated: March 2, 2000 By: /s/ Larry M. Augustin -------------------------------- Larry M. Augustin President and Chief Executive Officer 4 EXHIBIT INDEX Exhibit Number Description - -------------- ----------- 99.1 Text of Press Release dated February 24, 2000. 99.2 Text of Conference Call Script dated February 24, 2000. 99.3 Text of Press Release dated February 25, 2000.