UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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) October 3, 2013
COMPUTER TASK GROUP, INCORPORATED
(Exact Name of Registrant as Specified in Its Charter)
NEW YORK | 1-9410 | 16-0912632 | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
800 Delaware Avenue, Buffalo, NY | 14209 | |
(Address of Principal Executive Offices) | (Zip Code) |
(716) 882-8000
(Registrants Telephone Number, Including Area Code)
Not Applicable
(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):
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01 Regulation FD Disclosure.
On October 3, 2013, the Registrant announced that it had extended its stock repurchase plan under Rule 10b5-1 of the Securities Exchange Act of 1934. The public announcement was made by means of a press release, the text of which is set forth in Exhibit 99.1 attached hereto. This information is furnished and not filed.
Item 9.01 Financial Statements and Exhibits.
(c) | Exhibits: |
99.1 | Press release dated October 3, 2013 announcing extension of stock repurchase plan under Rule 10b5-1 of the Securities Exchange Act of 1934. |
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.
COMPUTER TASK GROUP, INCORPORATED | ||||||
Date: October 3, 2013 | By: | /s/ Peter P. Radetich | ||||
Name: Peter P. Radetich | ||||||
Title: Senior Vice President & Secretary |
EXHIBIT INDEX
Exhibit |
Description | |
99.1 | Press release dated October 3, 2013 announcing extension of stock repurchase plan under Rule 10b5-1 of the Securities Exchange Act of 1934. |
Exhibit 99.1
NEWS RELEASE
CONTACTS:
Investors and Media:
James R. Boldt, Chairman and Chief Executive Officer
(716) 887-7244
Investors:
Brendan Harrington, Senior Vice President and Chief Financial Officer
(716) 888-3634
CTG ANNOUNCES EXTENSION OF 10B5-1 PLAN TO FACILITATE SHARE REPURCHASES
BUFFALO, N.Y. October 3, 2013 CTG (NASDAQ: CTG), an information technology (IT) solutions and services company, today announced that it has extended a stock repurchase plan under Rule 10b5-1 of the Securities and Exchange Commission (the Company 10b5-1 Plan) to facilitate the repurchase of its common stock. The Company had approximately 250,000 shares available for repurchase as of September 27, 2013 under its outstanding repurchase authorizations.
We are again extending our 10b5-1 plan as it gives us the ability to repurchase shares during our self-imposed blackout periods prior to the announcement of quarterly results, said CTG Chairman and Chief Executive Officer James R. Boldt.
The plan is effective from October 3, 2013 until the day following the Companys release of its 2013 third quarter financial results. CTGs 10b5-1 plan allows for the repurchase of shares during the time following the close of a quarter and the announcement of quarterly financial results when the Companys stock repurchase policy does not allow for the direct purchase of shares by the Company. Repurchases are subject to SEC regulations as well as certain price, market, volume, and timing constraints specified in the plan. The plan does not require that any shares be purchased.
About CTG
CTG develops innovative IT solutions to address the business needs and challenges of companies in several higher-growth industries including healthcare, technology services, energy, and financial services. As a leading provider of IT and business consulting services to the healthcare market, CTG offers healthcare institutions, physician practices, payers, and related organizations a full range of offerings to help them achieve clinical, operational, and financial goals. CTG has also developed for the healthcare provider and payer markets unique, proprietary software solutions that support better and lower cost healthcare. CTG also provides managed services IT staffing for major technology companies and large corporations. Backed by over 45 years experience, proprietary methodologies, and an ISO 9001-certified management system, CTG has a proven track record of delivering high-value, industry-specific solutions. CTG operates in North America and Western Europe. CTG posts news and other important information on the Web at www.ctg.com.
Safe Harbor Statement
This document contains certain forward-looking statements concerning the Companys current expectations as to future growth. These statements are based upon a review of industry reports, current business conditions in the areas where the Company does business, the availability of qualified professional staff, the demand for the Companys services, and other factors that involve risk and uncertainty. As such, actual results may differ materially in response to a change in such factors. Such forward-looking statements should be read in conjunction with the Companys disclosures set forth in the Companys 2012 Form 10-K, which is incorporated by reference. The Company assumes no obligation to update the forward-looking information contained in this release.
END