8-K 1 a2112603z8-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 5, 2003 priceline.com Incorporated ------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-25581 06-1528493 ------------------------------------------------------------------------------- (State or other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 800 Connecticut Avenue, Norwalk, Connecticut 06854 --------------------------------------------------------------- (Address of principal office) (zip code) Registrant's telephone number, including area code (203) 299-8000 N/A --------------------------------------------------------------- (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS. Paul A. Allaire notified priceline.com Incorporated, a Delaware corporation, that he intends to resign from priceline.com's Board of Directors and that he would not stand for re-election to priceline.com's Board of Directors at priceline.com's annual meeting of stockholders on Monday, June 9, 2003. 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 ------------------------------------ Jeffery H. Boyd President and Chief Executive Officer Dated: June 5, 2003