8-K 1 a2083236z8-k.txt 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) June 26, 2002 priceline.com Incorporated -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-25581 06-1528493 -------------------------------------------------------------------------------- (State or other (Commission File (IRS Employer Jurisdiction of Incorporation) Number) 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 5. OTHER EVENTS. On June 26, 2002, priceline.com Incorporated, a Delaware corporation, updated its financial guidance for the 2nd quarter 2002, which ends June 30, 2002. The information set forth above is qualified in its entirety by reference to the press release attached hereto as Exhibit 99.1 and incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits. 99.1 Press Release issued by priceline.com Incorporated on June 26, 2002 updating its financial guidance for the 2nd quarter 2002. 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: June 26, 2002 EXHIBIT INDEX EXHIBIT NO. DESCRIPTION ----------- ------------ 99.1 Press Release issued by priceline.com Incorporated on June 26, 2002 updating its financial guidance for the 2nd quarter 2002.