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Attachment 1

Attachment 2

Form 8-K





Washington, D.C. 20549







Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 6, 2010



Saba Software, Inc.

(Exact Name of Registrant as Specified in Charter)




Delaware   001-34372   94-3267638

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)


2400 Bridge Parkway, Redwood Shores,


(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code (650) 581-2500


(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 January 6, 2010, the board of directors of Saba Software, Inc. (the “Company”) appointed Mr. William Russell to the board of directors as a Class II director, with such appointment effective as of such date. In connection with his appointment, Mr. Russell was granted an option to purchase 20,000 shares of the Company’s common stock at an exercise price of $4.22 per share and became eligible to receive an annual retainer of $30,000 for serving on the board of directors. Mr. Russell also became eligible to receive per meeting fees and annual option grants, each in connection with the Company’s director compensation policies as described further in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on September 28, 2009. The vesting and other terms of the option grants are in accordance with the policies set forth in the Company’s proxy statement.

Item 7.01. Regulation FD Disclosure.

On January 7, 2010, the Company issued a press release announcing the appointment of Mr. Russell to the Company’s board of directors. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

The following exhibits are attached to this Current Report on Form 8-K:





99.1   Press Release dated January 7, 2010


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.



Saba Software, Inc.


Date: January 12, 2010      

/s/    WILLIAM SLATER        

      William Slater
      Chief Financial Officer



99.1     Press Release dated January 7, 2010