SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Hudson Kevin T

(Last)

(First)

(Middle)

C/O KENEXA CORPORATION

650 E. SWEDESFORD ROAD

(Street)

WAYNE

19087

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/23/2005

3. Issuer Name and Ticker or Trading Symbol
KENEXA CORP [ KNXA ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Senior VP - Talen Acq. Svcs

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock⁽¹⁾	169,550⁽²⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Class C-1 Common Stock Purchase Warrant	⁽³⁾	⁽⁴⁾	Class A Common Stock⁽¹⁾	8,642⁽²⁾	$0.01⁽²⁾	D
Class C-2 Common Stock Purchase Warrant	⁽³⁾	⁽⁴⁾	Class A Common Stock⁽¹⁾	6,913⁽²⁾	$0.01⁽²⁾	D
Stock Option	01/31/2003	01/31/2010	Class A Common Stock⁽¹⁾	10,000⁽²⁾	$3.7⁽²⁾	D
Stock Option	10/31/2003	10/31/2010	Class A Common Stock⁽¹⁾	25,000⁽²⁾	$11.63⁽²⁾	D
Stock Option	05/30/2004	05/30/2011	Class A Common Stock⁽¹⁾	8,400⁽²⁾	$11.26⁽²⁾	D

Explanation of Responses:

1. The Class A Common Stock will be reclassified as "Common Stock" pursuant to an amendment to the Issuer's Third Amended and Restated Articles of Incorporation (the "Articles") to be filed prior to the completion of the initial public offering of the Issuer's Common Stock (the "IPO").

2. Does not reflect a 0.8-for-1 reverse stock split to be effected pursuant to an amendment to the Articles to be filed prior to the completion of the IPO.

3. The C-1 and C-2 Common Stock Purchase Warrants become exercisable upon the completion of an IPO or other transactions on the terms specified in such Warrants. See footnote 4 below.

4. Pursuant to an agreement among the Issuer and a majority of the holders of C-1 and C-2 Common Stock Purchase Warrants, all of the outstanding C-1 and C-2 Common Stock Purchase Warrants will terminate without exercise upon the closing of the IPO.

Remarks:

	Cynthia Pyle Dixon, Attorney-In-Fact for Kevin T. Hudson	06/23/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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