CA8-K-20140512

0000356028-14-000069.txt : 20140514 0000356028-14-000069.hdr.sgml : 20140514 20140514165832 ACCESSION NUMBER: 0000356028-14-000069 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140512 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140514 DATE AS OF CHANGE: 20140514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CA, INC. CENTRAL INDEX KEY: 0000356028 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 132857434 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09247 FILM NUMBER: 14842260 BUSINESS ADDRESS: STREET 1: ONE CA PLAZA CITY: ISLANDIA STATE: NY ZIP: 11749 BUSINESS PHONE: 1-800-225-5224 MAIL ADDRESS: STREET 1: ONE CA PLAZA CITY: ISLANDIA STATE: NY ZIP: 11749 FORMER COMPANY: FORMER CONFORMED NAME: COMPUTER ASSOCIATES INTERNATIONAL INC DATE OF NAME CHANGE: 19920703 8-K 1 ca8-k20140512.htm 8-K CA8-K-20140512

UNITED STATES
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: May 12, 2014
(Date of earliest event reported)

CA, Inc.
(Exact name of registrant as specified in charter)

Delaware
(State or other jurisdiction of incorporation)



1-9247 (Commission File Number)		13-2857434 (IRS Employer Identification No.)

One CA Plaza Islandia, New York (Address of principal executive offices)		11749 (Zip Code)

(800) 225-5224
(Registrant’s 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 12, 2014, Peter JL Griffiths ceased to be Executive Vice President and Group Executive, Enterprise Solutions and Technology Group of CA, Inc. CA, Inc. expects that Mr. Griffiths will remain employed in a non-executive officer capacity until June 30, 2014.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits



Exhibit		Description
10.1*		Schedules A, B, and C (as amended effective May 13, 2014) to CA, Inc. Change in Control Severance Policy.

*Management contract or compensatory plan or arrangement.

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.




	CA, INC.
Date: May 14, 2014	By:	/s/ C.H.R. DuPree
		C.H.R. DuPree
		Senior Vice President, Chief Governance Counsel, and Corporate Secretary

Exhibit Index



Exhibit		Description
10.1*		Schedules A, B, and C (as amended effective May 13, 2014) to CA, Inc. Change in Control Severance Policy.

*Management contract or compensatory plan or arrangement.

EX-10.1 2 ca8-kexhibit101x20140512.htm EXHIBIT CA8-KExhibit101 - 20140512

Exhibit 10.1

CA, Inc. Change in Control Severance Policy
(Amended and Restated as of January 21, 2014)

(Schedules as of May 13, 2014)

Schedule A

(2.99 Multiple)

Chief Executive Officer (Michael P. Gregoire)*

Executive Vice President and Chief Financial Officer (Richard J. Beckert)*

Executive Vice President, Enterprise Solutions and Technology Group (Amit Chatterjee)*

Executive Vice President and Group Executive, Worldwide Sales and Services (Adam Elster)*

[Employees may be added or eliminated from time to time]

Schedule B

(2.00 Multiple)

Executive Vice President and Chief Marketing Officer (Lauren P. Flaherty)*

Executive Vice President and General Counsel (Amy Fliegelman Olli)

[Employees may be added or eliminated from time to time]

Schedule C

(1.00 Multiple)

Executive Vice President, Strategy and Corporate Development (Jacob Lamm)

[Employees may be added or eliminated from time to time]

____________

*Denotes participants not eligible for the excise tax-gross-up pursuant to section 4(g) of the Policy.