8-K 1 a05-16971_18k.htm 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): September 30, 2005

 

AVAYA INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-15951

 

22-3713430

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

 

 

 

 

211 Mount Airy Road

 

 

Basking Ridge, NJ

 

07920

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (908) 953-6000

 

N/A

(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):

 

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-4(c))

 

 


 

Item 8.01. Other Events.

 

Richard F. Wallman, a member of Avaya’s Board of Directors, serves on Avaya’s Audit Committee and the audit committees of three other public companies.  Section 11 of Avaya’s Corporate Governance Guidelines limits the number of public company audit committees on which an Avaya Audit Committee member may serve to two or fewer in addition to Avaya’s Audit Committee, without approval of Avaya’s Board of Directors.  Prior to Mr. Wallman’s appointment to the Audit Committee, Avaya’s Board of Directors determined that his simultaneous service on the audit committees of three other public companies would not impair his ability to devote sufficient time to the fulfillment of his responsibilities, or effectively serve, as a member of Avaya’s Audit Committee.

 

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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.

 

AVAYA INC.

 

 

 

 

Date: September 30, 2005

By:

   /s/ Garry K. McGuire

 

Name:   Garry K. McGuire

 

Title:      Chief Financial Officer and

 

Senior Vice President,

 

Corporate Development

 

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