8-K

UNITED STATES

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

December 30, 2005
Date of Report (date of earliest event reported)

DOVER SADDLERY, INC.

(Exact name of registrant as specified in its charter)

Delaware	000-51624	04-3438294
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

P.O. Box 1100
525 Great Road
Littleton, MA 01460

(Address of principal executive offices)

(978) 952-8062

(Registrant’s telephone number, including area code)

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-4c))

TABLE OF CONTENTS

	Item 1.01 Entry into a Material Definitive Agreement
	Item 9.01. Financial Statements and Exhibits.
SIGNATURE
INDEX TO EXHIBITS FILED WITH THE CURRENT REPORT ON FORM 8-K DATED JANUARY 6, 2006
EX-99.1 Press Release Dated 1/6/2006

Item 1.01 Entry into a Material Definitive Agreement

     On December 30, 2005, the Compensation Committee of the Board of Directors of Dover Saddlery, Inc. (the “Company”) approved accelerating the vesting of approximately 183,658 stock options outstanding under the Company’s stock plans. The options have a range of exercise prices of $1.56 to $10.00 and a weighted average exercise price of $8.55. The acceleration affects prior grants to (i) the Company’s officers of approximately 64,718 options having a weighted average exercise price of $8.63, (ii) the Company’s non-employee directors of approximately 14,000 options having a weighted average exercise price of $10.00 and (iii) the Company’s employees of approximately 104,939 options having a weighted average exercise price of $8.30. The closing price of the Company’s common stock on December 29, 2005, the last trading day before approval of acceleration, was $9.19. The purpose of the accelerated vesting is to enable the Company to avoid recognizing future compensation expense associated with these options upon adoption of FASB Statement No. 123R, “Share-Based Payment.” The aggregate pre-tax expense that, absent the vesting acceleration, would have been reflected in the Company’s consolidated financial statements beginning in fiscal 2006 is estimated to be approximately $360,000.

     The full text of the press release issued in connection with the acceleration of the foregoing unvested stock options is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

                    (d) Exhibits.

                    The following exhibit is filed herewith:

Exhibit No.	Description
99.1	Press Release issued on January 6, 2006

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.

	DOVER SADDLERY, INC.
Date: January 6, 2006	By:	/s/ Michael W. Bruns
		Name:	Michael W. Bruns
		Title:	Chief Financial Officer

INDEX TO EXHIBITS FILED WITH
THE CURRENT REPORT ON FORM 8-K DATED JANUARY 6, 2006

Exhibit	Description
99.1	Press Release issued on January 6, 2006

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE
Dover Saddlery, Inc. Announces Accelerated Vesting of Options

01.06.2006

Contact Information

Janet Nittmann
Communications Director
1-978-952-8062 Ext. 218
jnittmann@doversaddlery.com

LITTLETON, MA — January 6, 2006 — Dover Saddlery, Inc. (Nasdaq: DOVR), the largest direct marketer of equestrian products in the United States, announced today the accelerated vesting of all currently outstanding unvested stock options. Unvested options to purchase approximately 183,658 shares may become exercisable as a result of the vesting acceleration. The Board of Directors of Dover approved the acceleration of the vesting of all unvested options to purchase shares of common stock of Dover that are held by employees, officers and directors as of December 30, 2005. As of this date, only 31,629 of these unvested options were “in-the-money” options, and 152,029 were “out-of-the-money.” In addition, the 152,029 were originally scheduled to vest in one year, while the 31,629 were subject to a multiple year vesting schedule. The original IPO 180 day lock-up provision covers 134,744 of these options, through May 18, 2006.

The acceleration of these options was undertaken to eliminate future compensation expense estimated to be as much as $360,000. Dover would otherwise have been required to recognize this expense in its consolidated statement of operations with respect to these options once the Statement of Financial Accounting Standards No. 123 (revised 2004) “Share-Based Payment”, issued by the Financial Accounting Standards Board, became effective on January 1, 2006 for Dover’s 2006 fiscal year ending December 31, 2006.

The number of shares and exercise prices of the options subject to the acceleration are unchanged. The acceleration is effective as of December 30, 2005. The future expense to Dover subject to elimination as a result of the acceleration of the vesting of these options is estimated to be $360,000.

Dover expects to report the avoided future expense in its annual fiscal 2005 financial statements as a pro forma footnote disclosure, as permitted under the transition guidance provided by the Financial Accounting Standards Board.

About Dover Saddlery, Inc.

Dover Saddlery, Inc. (Nasdaq: DOVR) is the largest direct marketer of equestrian products in the United States. Founded in 1975 in Wellesley, Massachusetts, by United States Equestrian team members, Dover Saddlery has grown to become “The Source” ™ for equestrian products. Dover offers a broad and distinctive selection of competitively priced, brand name products for horse and rider through catalogs, the Internet and company-owned retail stores. Dover Saddlery, Inc. serves the English rider and through Smith Brothers, the Western rider. For more information, please call 1-978-952-8062 or visit www.doversaddlery.com.

Notice Regarding Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including without limitation statements made about the elimination of estimated future compensation expense. All statements other than statements of historical fact included in this press release regarding the Company’s strategies, plans, objectives, expectations, and future operating results are forward-looking statements. Although Dover believes that the expectations reflected in such forward-looking statements are reasonable at this time, it can give no assurance that such expectations will prove to have been correct. Actual results could differ materially based upon a number of factors including, but not limited to, material variations in the actual after-tax effects of exercises of the accelerated options from those estimated due to such factors as differences in the length of time that the options remain unexercised and future values and volatility of the Company’s stock price, the state of economy, competition, unanticipated business opportunities, availability of financing, market acceptance, government regulation, accounting rules, dependence on key personnel, limited public markets and liquidity, shares eligible for future sale, continuation and renewal of contracts and other risks that may apply to the Company, including risks that are disclosed in the Company’s Securities and Exchange Commission filings, including its Registration Statement on Form S-1.