may8-k.htm
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): May 20, 2010
 

Bottomline Technologies (de), Inc.
(Exact Name of Registrant as Specified in Charter)
 

         
Delaware
 
000-25259
 
02-0433294
(State or Other Jurisdiction
of Incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)
     
325 Corporate Drive, Portsmouth, New Hampshire
 
03801
(Address of Principal Executive Offices)
 
(Zip Code)
 
Registrant’s telephone number, including area code: (603) 436-0700
 
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 20, 2010, the Compensation Committee of Board of Directors of Bottomline Technologies (de), Inc. (the “Company”) approved the extension of an existing equity compensation policy for an additional 3 year period providing that the annual equity pool for all Company employees, including executives, be adjusted upwards or downwards depending upon the Company’s stock price (based on a 30-day trailing average as of July first of each year), non-GAAP net income and revenues for the preceding fiscal year. The percentage change in each metric is multiplied by one-third (thus weighting each equally), and the sum of the resulting net percentage is divided by two. The equity pool for the prior fiscal year is then adjusted upwards or downwards by a percentage equal to that amount, to determine the equity pool for the current year. This policy will remain in place through fiscal 2014.
 
 
 
 

 
 
 
SIGNATURE
 
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.
 
 
 
BOTTOMLINE TECHNOLOGIES (de), INC.
 
       
Date:  May 26, 2010
By:
/s/ Kevin Donovan  
   
Kevin Donovan
 
   
Chief Financial Officer and Treasurer