-----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, FNKJqokYXL1DKMm4Mrw326cCAC7G9VVMB2yz0O4S0StQKV9Cx0b+qekMKweJTGGm 4+9mGlAEymzODCRB6Einwg== 0001193125-08-126519.txt : 20080602 0001193125-08-126519.hdr.sgml : 20080602 20080602153200 ACCESSION NUMBER: 0001193125-08-126519 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080527 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers FILED AS OF DATE: 20080602 DATE AS OF CHANGE: 20080602 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MERCURY COMPUTER SYSTEMS INC CENTRAL INDEX KEY: 0001049521 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS & ACCESSORIES [3670] IRS NUMBER: 042741391 STATE OF INCORPORATION: MA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23599 FILM NUMBER: 08873776 BUSINESS ADDRESS: STREET 1: 199 RIVERNECK RD CITY: CHELMSFORD STATE: MA ZIP: 01824 BUSINESS PHONE: 9782561300 MAIL ADDRESS: STREET 1: 199 RIVERNECK ROAD CITY: CHELMSFORD STATE: MA ZIP: 01824 8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 27, 2008

 

 

Mercury Computer Systems, Inc.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Massachusetts   000-23599   04-2741391

(State or Other Jurisdiction

of Incorporation)

   (Commission File Number)  

(IRS Employer

Identification No.)

 

199 Riverneck Road, Chelmsford, Massachusetts   01824
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (978) 256-1300

Not Applicable

(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 following 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 Certain Officers; Compensatory Arrangements of Certain Officers.

(a) and (b): Not applicable.

(c): Effective May 27, 2008, Mercury Computer Systems, Inc. (the “Company”) appointed Karl D. Noone as Vice President, Controller and designated him as the Company’s principal accounting officer. Prior to assuming his position with the Company, Mr. Noone, age 39, had been Senior Vice President and Corporate Controller of Digitas, Inc., a digital marketing and media company, since 2005. He also served as Senior Vice President and Corporate Controller of Authorize.Net, Inc., a transaction processing company from 2004 – 2005. From 2002 – 2004, Mr. Noone was Senior Vice President of Finance for CentrePath, Inc., a provider of data center networking solutions.

It is expected that the Company will enter into a change of control severance agreement with Mr. Noone in substantially the same form as with the Company’s executive officers. A summary description of the terms of this change of control severance agreement is included in the Company’s proxy statement filed with the Securities and Exchange Commission on October 12, 2007 under the heading “Executive Compensation – Change in Control Arrangements,” which description is incorporated herein by reference.

Subject to the approval of the Compensation Committee and in connection with his appointment, it is expected that Mr. Noone will be granted an option to purchase 40,000 shares of the Company’s common stock.

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 thereunto duly authorized.

 

Dated: June 2, 2008

     MERCURY COMPUTER SYSTEMS, INC.
    By:  

/s/ Alex A. Van Adzin

      Alex A. Van Adzin
     

Vice President, General Counsel,

and Corporation Secretary

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