UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
June 29, 2006
Date of Report (Date of Earliest Event Reported)
CONVERA CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 000-31989 54-1987541
(State or other (Commission File No.) (I.R.S. Employer
jurisdiction of incorporation) Identification No.)
1921 GALLOWS ROAD, SUITE 200
VIENNA, VIRGINIA 22182
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(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (703) 761-3700
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):
_____ 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 5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers
Effective June 29, 2006, John C. Botts and Alexander F. Parker were appointed to
the Board of Directors of Convera Corporation (the "Company"). The Company's
Board of Directors expanded the size of the Board from eleven to thirteen
members and appointed the two new directors in order to allow the Company to be
in full compliance with the governance requirements of the Nasdaq National
Market ("Nasdaq"). Pursuant to Nasdaq's phase-in rules, the Company is required
to be in full compliance with Nasdaq's requirements for independent nomination
and compensation committees and a majority of independent board members by July
1, 2006, one year from the date it ceased to be a controlled company. The
Company has previously taken action to appoint independent directors to its
Compensation and Nominating Committees. The addition of Messrs. Botts and Parker
as additional independent directors to the Board allows the Company to have a
majority of independent Board members.
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, thereto duly authorized.
CONVERA CORPORATION
By: /s/ JOHN POLCHIN
John R. Polchin
Chief Financial Officer
Date: June 29, 2006