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): November 10, 2005
LTX CORPORATION
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(Exact name of registrant as specified in charter)
Massachusetts 000-10761 04-2594045
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(State or other (Commission (IRS Employer
jurisdiction of incorporation) File Number) Identification No.)
50 Rosemont Road, Westwood, Massachusetts 02090
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (781) 461-1000
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(Former name or former address, if changed since last report)
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
follow 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
On November 10, 2005, the Company announced that Patrick J. Spratt
has been elected to the Board of Directors, effective as of November
10, 2005. Mr. Spratt was also appointed to the Audit Committee, and
will serve as that committee's chairman, and appointed to the
Corporate Governance and Nominating Committee.
On November 10, 2005, Robert J. Boehlke resigned from the Board of
Directors, effective as of November 10, 2005. Mr. Boehlke did not
resign as a result of any disagreement with the Company on any matter
relating to the Company's operations, policies or practices.
The press release issued on November 10, 2005, by the Company is
attached hereto as Exhibit 99.1 and incorporated herein by reference
in its entirety.
Item 8.01 Other Events.
On November 10, 2005, at the Registrant's 2005 Annual Meeting of
Stockholders, the Registrant's stockholders approved an amendment of
the Registrant's Articles of Organization to increase the number of
authorized shares of common stock, $0.05 par value per share, from
100,000,000 to 200,000,000.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
The following is being filed with this current report on Form 8-K:
99.1 Press Release entitled "LTX Elects Patrick J. Spratt to the
Board of Directors" issued by the Company on November 10, 2005.
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.
Date: November 10, 2005 LTX Corporation
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By: /s/ Mark J. Gallenberger
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Mark J. Gallenberger
Vice President & Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
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99.1 Press release entitled "LTX Elects Patrick J.
Spratt to the Board of Directors" dated November
10, 2005