-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EmLXxTO5AobzajGfZQI5nxtVV5/TM8sDU/WADOL6vqgBUXssN/R5APILHHnVkhk5 JcOva57w8xA4Zr5i+IG1+w== 0001104659-05-020896.txt : 20050505 0001104659-05-020896.hdr.sgml : 20050505 20050505172221 ACCESSION NUMBER: 0001104659-05-020896 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050418 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers FILED AS OF DATE: 20050505 DATE AS OF CHANGE: 20050505 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EDGEWATER TECHNOLOGY INC/DE/ CENTRAL INDEX KEY: 0001017968 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 710788538 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-20971 FILM NUMBER: 05804654 BUSINESS ADDRESS: STREET 1: 20 HARVARD MILL SQUARE CITY: WAKEFIELD STATE: MA ZIP: 01880 BUSINESS PHONE: 781-213-9854 MAIL ADDRESS: STREET 1: 20 HARVARD MILL SQUARE CITY: WAKEFIELD STATE: MA ZIP: 01880 FORMER COMPANY: FORMER CONFORMED NAME: STAFFMARK INC DATE OF NAME CHANGE: 19960702 8-K/A 1 a05-8859_18ka.htm 8-K/A

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 

FORM 8-K/A

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported):  April 18, 2005

 

EDGEWATER TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

0-20971

 

71-0788538

(State or other jurisdiction of
incorporation)

 

(Commission File No.)

 

(IRS Employer Identification No.)

 

20 Harvard Mill Square

Wakefield, Massachusetts  01880

(Address of principal executive offices and zip code)

 

Registrant’s telephone number, including area code:  (781) 246-3343

 

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):

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2-(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 


 

Item 5.02.                  Departures of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

 

(a)          Not applicable.

 

(b)         On April 18, 2005, we reported by Form 8-K that William J. Lynch, the Chairman of our Board, has informed the Board and our Governance and Nominating Committee, that he will retire from our Board, and as Chairman, effective with our 2005 Annual Meeting of Stockholders.  We are conducting a director search in the exercise of due care for a candidate to replace Mr. Lynch as director as soon as practicable following our 2005 Annual Meeting of Stockholders, which is scheduled for May 25, 2005. We expect that Mr. Lynch’s replacement as a director of Edgewater will be elected by the Board and not at the 2005 Annual Meeting, given the limited time before such meeting to complete this search.  We anticipate that our new director will not only satisfy the independence requirements under the Nasdaq Marketplace Rules, but will have no material connection to our Company (that is, no material financial, personal business or other relationship that a reasonable person could conclude could potentially influence boardroom objectivity) prior to being elected to the Board.

 

(c)          Not applicable.

 

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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 hereunto duly authorized.

 

 

EDGEWATER TECHNOLOGY, INC.

 

 

 

 

 

 

Dated:   May 5, 2005

By:

 

/s/ Kevin R. Rhodes

 

 

Name:

 Kevin R. Rhodes

 

Title:

 Chief Financial Officer

 

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