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): MAY 29, 1998 NETWORK COMPUTING DEVICES, INC. (Exact name of registrant as specified in its charter) CALIFORNIA (State or other jurisdiction of incorporation or organization) 77-0177255 (Commission File No.) (I.R.S. Employer Identification No.) 350 NORTH BERNARDO AVENUE MOUNTAIN VIEW, CALIFORNIA 94043 (Address of principal executive offices and zip code) (650) 694-0650 (Registrant's telephone number, including area code) ITEM 5. OTHER MATTERS Letter to Shareholders informing them of the adjournment of the Annual Shareholders Meeting concerning the Company's proposal to approve the reincorporation of the Company in the State of Delaware and other related changes to the rights of shareholders, as stated in the Company's Proxy Statement dated April 29, 1998. 2 ITEM 7. EXHIBITS Exhibit 1. Shareholder's letter dated May 29, 1998 3 NETWORK COMPUTING DEVICES, INC. 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. NETWORK COMPUTING DEVICES, INC. Date: May 29, 1998 By: /s/ Robert G. Gilbertson --------------------------- Robert G. Gilbertson President and Chief Executive Officer 4