8-K 1 a2078696z8-k.txt FORM 8-K 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) May 1, 2002 priceline.com Incorporated -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-25581 06-1528493 -------------------------------------------------------------------------------- (State or other Jurisdiction of (Commission File Number) (IRS Employer Incorporation) Identification No.) 800 Connecticut Avenue, Norwalk, Connecticut 06854 -------------------------------------------------------------------------------- (Address of principal office) (zip code) N/A -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) ITEM 9. REGISTRATION FD DISCLOSURE. 1ST QUARTER 2002 EARNINGS On May 1, 2002, priceline.com Incorporated, a Delaware corporation, announced its results for the 1st quarter 2002. The information set forth above is qualified in its entirety by reference to the press release (which includes a financial and statistical supplement and related information issued by priceline.com on May 1, 2002), a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference. The supplement and related information is unaudited and intended as a supplement to, and should be read in conjunction with, the Company's audited financial statements and the notes thereto filed with the SEC on Form 10-K and quarterly financial statements filed with the SEC on Form 10-Q. EXHIBITS. 99.1 Press Release (which includes a financial and statistical supplement and related information) issued by priceline.com Incorporated on May 1, 2002 relating to its 1st quarter 2002 earnings. 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 hereunto duly authorized. PRICELINE.COM INCORPORATED By: /s/ Jeffery H. Boyd -------------------------------- Name: Jeffery H. Boyd Title: President and Chief Operating Office Date: May 1, 2002 EXHIBIT INDEX EXHIBIT NO. DESCRIPTION 99.1 Press Release (which includes a financial and statistical supplement and related information) issued by priceline.com Incorporated on May 1, 2002 relating to its 1st quarter 2002 earnings.