-----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, KNmBuLZ5BSwm9fOg7hFSABNdmCIOaDWTt7xd3N77bgBtg5vjDVns/edX83RiREmm EgtYpqcyt4gOevqpoa4PZQ== 0001169232-08-002462.txt : 20080630 0001169232-08-002462.hdr.sgml : 20080630 20080630173027 ACCESSION NUMBER: 0001169232-08-002462 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080627 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: 20080630 DATE AS OF CHANGE: 20080630 FILER: COMPANY DATA: COMPANY CONFORMED NAME: QUALITY SYSTEMS INC CENTRAL INDEX KEY: 0000708818 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 952888568 STATE OF INCORPORATION: CA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12537 FILM NUMBER: 08927012 BUSINESS ADDRESS: STREET 1: 18191 VON KARMAN AVENUE CITY: IRVINE STATE: CA ZIP: 92612 BUSINESS PHONE: 7147317171 MAIL ADDRESS: STREET 1: 18191 VON KARMAN AVENUE STREET 2: SUITE 450 CITY: IRVINE STATE: CA ZIP: 92612 8-K 1 d74481_8-k.htm CURRENT REPORT

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

(Date of earliest event reported)

June 27, 2008

QUALITY SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

CALIFORNIA

0-13801

95-2888568

(State or other

(Commission File Number)

(IRS Employer

jurisdiction of incorporation)

 

Identification Number)

 

 

 

18111 Von Karman Avenue, Suite 600

Irvine, California 92612

(Address of Principal Executive Offices)

(949) 255-2600

(Registrant's Telephone Number, Including Area Code)

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 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Departure of Director; Election of Director

On June 27, 2008, the Board of Directors of Quality Systems, Inc. (the “Company”) (i) elected Philip N. Kaplan to fill the vacancy on the Board upon the termination of Board service by Louis Silverman, the President, Chief Executive Officer and a director of the Company, and (ii) appointed Mr. Kaplan, upon his joining the Board, to the Board’s Audit Committee, Nominating Committee, Compensation Committee and Independent Directors Compensation Committee with each such committee being expanded by one seat.   On that same day, in order to effect a more orderly transition and to promote efficient Board process, the Company and Louis Silverman agreed to Mr. Silverman’s resignation from the Company’s Board of Directors effective June 30, 2008.  Accordingly, Mr. Kaplan shall fill Mr. Silverman’s seat on the Company’s Board on that date.  As a non-employee director, Mr. Kaplan shall participate in the Company’s outside director compensation program.

Mr. Kaplan is Chief Executive Officer of Deer Valley Ventures, LLC, a managed hosting and IT server virtualization technology company. Prior to his service with Deer Valley Ventures, Mr. Kaplan served as Chief Strategy Officer of Internap Network Services Corporation (NASDAQ: INAP), which he joined through its merger with VitalStream Holdings, Inc (NASDAQ: VSTH) in February 2007. Mr. Kaplan co-founded VitalStream, Inc. in 2000 and served as its Chief Operating Officer and a member of its Board of Directors from that time until the merger with Internap Network Services Corporation was completed. In 2004, he was named President of VitalStream.

Prior to starting VitalStream, Mr. Kaplan co-founded AnaServe, Inc. in 1995, an early e-commerce web hosting company. He served as the company’s Senior Vice President and a member of its Board of Directors until 1999. AnaServe was acquired by Concentric Network Corp. (NASDAQ: CNCX) in 1998.

Mr. Kaplan currently serves as a Board Member of Surfline, Inc, a privately held online action sports company. Mr. Kaplan attended the University of California, Davis from which he received a Bachelor of Arts in Economics, with a minor in Russian language.

It is anticipated that Mr. Silverman will continue in his capacities as President and Chief Executive Officer until his stated resignation date of August 16, 2008. 

Change in 2009 Equity Compensation Program.

A total of 70,000 options to purchase our common stock may be earned by Patrick Cline, President, NextGen Healthcare Information Systems Division, under our 2009 Equity Compensation Program. This number had previously been reported as 100,000 in our Current Report filing with the SEC on June 24, 2008 and was modified at our Independent Directors Compensation Committee and Board meetings held on June 27, 2008. The 30,000 option reduction results from such options being made available to other non-executive management employees of our NextGen Healthcare Information Systems Division.

 

Item 9.01

Financial Statements and Exhibits.

 

(d)

Exhibits.

 

10.1 Mutual Assurance Agreement dated June 27, 2008.

 

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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.

 

Date:  July 1, 2008 

QUALITY SYSTEMS, INC.

 

 

 

By: /s/ Paul Holt  

 

Paul Holt

 

Chief Financial Officer

 

 

 

INDEX TO EXHIBITS

 

 

Exhibit

Number                Description                                                                                                                    

 

10.1

Exhibit 10.1

Mutual Assurance Agreement dated June 27, 2008

 

 

 

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 EX-10.1 2 d74481_ex10-1.htm MUTUAL ASSURANCE AGREEMENT

 

Exhibit 10.1

 

Mutual Assurance Agreement

 

This Mutual Assurance Agreement is entered into effective June 27, 2008 by and between Quality Systems, Inc. and Louis E. Silverman with respect to the following:

 

 

1.

In light of my resignation from the company effective August 16, 2008,  in order to ensure an orderly transition, the QSI Board of Directors has requested that I resign from the Board effective June 30, 2008.

 

 

2.

I am willing to accommodate the Board's request, and I hereby agree to resign from the Board effective at 12:01am on June 30, 2008, provided the Company and the Board agree with me that this "Early Resignation" from the Board (i.e., resignation as of June 30 rather than August 16):

(a) does not constitute a breach of any duties I owe to the Company or trigger any obligations applicable to me under the Employment Agreement; and

 

(b) does not constitute a breach of any duties the Company owes to me or trigger any obligations applicable to the Company with respect to me under the Employment Agreement.

 

s/LOUIS E. SILVERMAN

Louis E. Silverman

 

Agreed:

QUALITY SYSTEMS, INC.

 

By: s/PAUL HOLT

 

Its: CHIEF FINANCIAL OFFICER  

 

 

 

 

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