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
July 24, 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 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
Reference is made to the disclosure contained in response to Item 5.02 hereof,
which disclosure is incorporated by reference into this Item 1.01.
ITEM 1.02. TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT
Reference is made to the disclosure contained in response to Item 5.02 hereof,
which disclosure is incorporated by reference into this Item 1.02.
ITEM 5.02. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS
On July 24, 2006, the Board of Directors of Convera Corporation (the "Company"),
appointed Matthew G. Jones to the position of Acting Chief Financial Officer,
Treasurer and Secretary. Mr. Jones, formerly the Company's Vice President of
Finance, will also serve as the Company's acting principal accounting officer.
Prior to joining the Company in April 2006, Mr. Jones, age 45, was CFO of Space
Adventures since July 2001 and held a number of senior financial management
positions with various publicly-traded and private companies from 1992 through
2001. Mr. Jones is a certified public accountant with seven years of public
accounting experience at Price Waterhouse. Mr. Jones succeeds Mr. John R.
Polchin, the Company's Chief Financial Officer, Treasurer and Secretary since
May 2004. Mr. Jones' appointment and Mr. Polchin's departure will be effective
July 28, 2006.
Mr. Polchin has agreed to assist the Company for a transition period, including
assisting the Company in the preparation of the Company's financial statements
and regulatory filings for the fiscal quarter ending July 31, 2006 as well as
other related activities. In connection with Mr. Polchin's separation from the
Company, the Company's Board agreed to provide Mr. Polchin, in addition to
amounts otherwise owed to him under his existing employment agreement, with
accelerated vesting of options to purchase an aggregate 62,500 shares of the
Company's common stock.
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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, thereto duly authorized.
CONVERA CORPORATION
By: /s/ PATRICK CONDO .
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Patrick C. Condo
Chief Executive Officer
Date: July 28, 2006
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