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) April 26, 2001 Pinnacle Systems, Inc. - -------------------------------------------------------------------------------- (Exact Name Of Registrant As Specified In Its Charter) California - -------------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 0-24784 94-3003809 - -------------------------------- ------------------------------------ (Commission File Number) (I.R.S. Employer Identification No.) 280 North Bernardo Ave., Mountain View, CA. 94043 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (650) 237-1600 - -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) N/A - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) ITEM 5. Other Events On April 26, 2001, Pinnacle Systems, Inc. ("Pinnacle Systems") issued a press release announcing financial results for the third quarter of fiscal 2001, which ended on March 31, 2001. The press release is attached as Exhibit 99.1 to this Form 8-K. On April 26, 2001, Pinnacle Systems announced the issuance on April 6, 2001 of an aggregate of 2,315,218 shares (the "Shares") of common stock to the former shareholders of Montage Group, Ltd. ("Montage") pursuant to the earnout provisions of the Stock Acquisition Agreement dated April 6, 2000 by and among Pinnacle Systems, Montage and David Engelke, Seth M. Haberman and Simon V. Haberman (collectively, the "Shareholders"). The Shares were issued in accordance with Pinnacle Systems' election to buyout in their entirety the earnout payments otherwise payable to the Shareholders for the twelve month earnout periods ending on each of April 5, 2001 and April 5, 2002. ITEM 7. EXHIBITS Item No. Description - -------- ----------- 99.1 Press Release dated April 26, 2001 -- Pinnacle Systems Reports Financial Results for the Third Quarter of Fiscal 2001. 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 hereunto duly authorized. Dated: April 26, 2001 PINNACLE SYSTEMS, INC. By: /s/ Mark L. Sanders ---------------------- Mark L. Sanders, President and Chief Executive Officer By: /s/ Arthur D. Chadwick ---------------------- Arthur D. Chadwick, Vice President, Finance and Administration and Chief Executive Officer