-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, S6rC7447BWBpJiWKhHFNFdHMHX+AizrG61SreqoE4iyWi8ItWjfQGGDdu42Mdg6K r8MnYgZ0FCJeRB1L2VFZTQ== 0000950123-06-004967.txt : 20060421 0000950123-06-004967.hdr.sgml : 20060421 20060421164117 ACCESSION NUMBER: 0000950123-06-004967 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060417 ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060421 DATE AS OF CHANGE: 20060421 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: 06773077 BUSINESS ADDRESS: STREET 1: ONE CA PLAZA CITY: ISLANDIA STATE: NY ZIP: 11749 BUSINESS PHONE: 6313423550 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 y19977e8vk.htm FORM 8-K e8vk
Table of Contents

 
 
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: April 17, 2006
(Date of earliest event reported)
 
CA, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
(State or other jurisdiction of incorporation)
     
1-9247   13-2857434
(Commission File Number)   (IRS Employer Identification No.)
     
One CA Plaza    
Islandia, New York   11749
(Address of Principal Executive Offices)   (Zip Code)
(631) 342-6000
(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):
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))
 
 

 


TABLE OF CONTENTS

Item 1.02. Termination of a Material Definitive Agreement.
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
Item 9.01. Financial Statements and Exhibits.
SIGNATURES
EX-99.1: PRESS RELEASE


Table of Contents

Item 1.02. Termination of a Material Definitive Agreement and
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
     On April 17, 2006, Jeff Clarke resigned from his position as Chief Operating Officer of CA, Inc. ("CA") to assume the position of President and Chief Executive Officer of the Travel Distribution Services division of Cendant Corp. On April 17, 2006, the Board of Directors of CA elected Michael J. Christenson as Chief Operating Officer. He continues to serve as an Executive Vice President of CA. Biographical information about Mr. Christenson can be found in CA’s Annual Report on Form 10-K/A, which was filed with the SEC on October 19, 2005 and is incorporated herein by reference. Information regarding the terms of Mr. Christenson’s employment agreement can be found in CA’s Current Report on Form 8-K, which was filed with the SEC on April 15, 2005 and is incorporated herein by reference.
     A copy of the press release announcing Mr. Christenson’s election to the position of Chief Operating Officer is furnished as Exhibit 99.1 to this Current Report.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
     
Exhibit No.   Description
Exhibit 99.1
  Press Release

 


Table of Contents

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: April 21, 2006
  By:   /s/ Kenneth V. Handal
 
       
 
      Kenneth V. Handal
Executive Vice President, General Counsel and Corporate Secretary

 

EX-99.1 2 y19977exv99w1.htm EX-99.1: PRESS RELEASE exv99w1
 

         
Contacts:
  Jennifer Hallahan   Olivia Bellingham
 
  Public Relations   Investor Relations
 
  (631) 342-4746   (631) 342-4687
 
  jennifer.hallahan@ca.com   olivia.bellingham@ca.com
MICHAEL CHRISTENSON TO SUCCEED JEFF CLARKE
AS CA’s CHIEF OPERATING OFFICER
Clarke to Become President and CEO of Cendant
Travel Distribution Services
ISLANDIA, N.Y., April 18, 2006 – CA, Inc. (NYSE:CA) today announced that Michael J. Christenson has been elected as CA’s new chief operating officer. He replaces Jeff Clarke who is leaving the Company to assume the position of president and CEO of the Travel Distribution Services (TDS) division of Cendant Corp. (NYSE:CD).
“Jeff Clarke has been an important part of CA’s transformation efforts,” said John Swainson, CA’s president and CEO. “He came to CA two years ago when it was in the midst of a crisis and helped to stabilize the Company and to recruit a top-flight management team. CA’s shareholders were very lucky to have an executive of Jeff’s caliber during a very critical time in the Company’s history. We thank him for his outstanding service and wish him well in his new position.”
“I am pleased to announce Mike Christenson as our new COO,” Swainson continued. “In leading strategy and business development for the past 14 months, Mike has been instrumental in the successful acquisition and integration of nearly ten companies that have significantly broadened CA’s solutions portfolio. CA is fortunate to have an executive of Mike’s ability to step immediately into the role.”
Christenson joined CA in February 2005, having retired in 2004 from Citigroup Global Markets, Inc. after a 23-year career as an investment banker. At Citigroup, he was responsible for the company’s Global Private Equity Investment Banking, North American Regional Investment Banking and Latin American Investment Banking. Previously, Christenson was with The Chase Manhattan Bank, NA where he held several corporate banking positions.
(more)

 


 

Michael Christenson to Succeed Jeff Clarke press release, page 2
He earned a bachelor of arts degree in chemistry from Rutgers University and a master of business administration degree in finance from The New York University Graduate School of Business.
Clarke joined CA in April 2004 as chief financial officer and was named chief operating officer less than a month later. Prior to joining CA, he held senior management positions at Digital Equipment Corp., Compaq Computer Corp. and Hewlett-Packard Co.
“I am very proud of what has been accomplished in the two years I’ve been at CA,” Clarke said. “The Company has made significant progress and is well on its way to further establishing itself as the industry’s leading management software company. My experience at CA as chief operating officer will serve me well as CEO of Cendant Travel Distribution Services.”
About CA
CA (NYSE: CA), one of the world’s largest information technology (IT) management software companies, unifies and simplifies the management of enterprise-wide IT. Founded in 1976, CA is headquartered in Islandia, N.Y., and serves customers in more than 140 countries. For more information, please visit http://ca.com.
###
Copyright © 2006 CA. All Rights Reserved. One CA Plaza, Islandia, N.Y. 11749. All trademarks, trade names, service marks, and logos referenced herein belong to their respective companies.

 

-----END PRIVACY-ENHANCED MESSAGE-----