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): September 29, 2011
SAIC, Inc.
(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
| 001-33072 | 20-3562868 | |
| (Commission File Number) | (I.R.S. Employer Identification No.) |
| 1710 SAIC Drive, McLean, Virginia | 22102 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(703) 676-4300
(Registrant’s Telephone Number, Including Area Code)
N/A
(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:
| ¨ | 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)) |
FORM 8-K
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 3, 2011, SAIC, Inc. (Company) issued a press release announcing that Walt Havenstein will retire as chief executive officer effective June 15, 2012. The Company’s board of directors plans to conduct a thorough and thoughtful search for a successor, considering internal and external candidates. A copy of the press release is furnished as Exhibit 99.1 to this report.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
| Exhibit 99.1 |
Press Release dated October 3, 2011 issued by SAIC, Inc. | |
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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.
| (Registrant) | SAIC, INC. | |||||||
| Date: October 3, 2011 | By: | /s/ Vincent A. Maffeo | ||||||
| Vincent A. Maffeo | ||||||||
| Its: | Executive Vice President and General Counsel | |||||||
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Exhibit 99.1
SAIC ANNOUNCES CEO RETIREMENT
Walt Havenstein to Retire as CEO Effective June 15, 2012
(McLean, Va.) Oct. 3, 2011 – SAIC, Inc. (NYSE: SAI) announced today that Walt Havenstein will retire as chief executive officer effective June 15, 2012. Havenstein said he was leaving for personal reasons.
“The board of directors will conduct a thorough and thoughtful search for a successor, considering internal and external candidates,” Havenstein said. “The transition plan we have adopted will allow me to participate in the selection and we will assure a smooth transition.”
Havenstein said in a message to employees that “it is an honor to work with you and be associated with the great work you do for our customers and the nation. I am proud of our senior management, our line organization leaders and all of our colleagues. We have accomplished a great deal together and we will continue that record of accomplishment. In the years I have been with SAIC, we have put a strategy in place for the future, and we have structured a more agile, line-driven company to execute that strategy. You have given me every confidence that we will succeed.”
Chairman of the Board A. Thomas Young, said, “We are pleased that Walt will continue as CEO as we implement an orderly and constructive transition.”
Havenstein came to SAIC after more than 25 years of industry leadership, including serving as president and CEO of BAE Systems, Inc.
About SAIC
SAIC is a FORTUNE 500® scientific, engineering, and technology applications company that uses its deep domain knowledge to solve problems of vital importance to the nation and the world, in national security, energy and the environment, critical infrastructure, and health. The company’s approximately 41,000 employees serve customers in the U.S. Department of Defense, the intelligence community, the U.S. Department of Homeland Security, other U.S. Government civil agencies and selected commercial markets. Headquartered in McLean, Va., SAIC had annual revenues of approximately $11 billion for its fiscal year ended January 31, 2011. For more information, visit www.saic.com. SAIC: From Science to Solutions®
Statements in this announcement, other than historical data and information, constitute forward-looking statements that involve risks and uncertainties. A number of factors could cause our actual results, performance, achievements, or industry results to be very different from the results, performance, or achievements expressed or implied by such forward-looking statements. Some of these factors include, but are not limited to, the risk factors set forth in SAIC’s Annual Report on Form 10-K for the period ended January 31, 2011, and other such filings that SAIC makes with the SEC from time to time. Due to such uncertainties and risks, readers are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date hereof.
| Contact | Vernon Guidry | Melissa Koskovich | ||
| 703-676-6255 | 703-676-6762 | |||
| Vernon.a.guidry.jr@saic.com | melissa.l.koskovich@saic.com | |||