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
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| Date of Report (Date of earliest event reported)
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March 13, 2006 |
NeuStar, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction
of incorporation)
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001-32548
(Commission
File Number)
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52-2141938
(IRS Employer
Identification No.) |
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46000 Center Oak Plaza
Sterling, Virginia
(Address of principal executive offices)
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20166
(Zip Code) |
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| Registrant’s telephone number, including area code
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(571) 434-5400 |
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01. Other Information
NeuStar today provided
details about stock
trading plans
implemented by its
senior officers in
accordance with
guidelines specified
under Rule 10b5-1 of
the Securities
Exchange Act of 1934
and NeuStar’s policies
regarding stock
transactions by its
employees. The
quarterly and annual
amounts of the sales
under these plans are
within guidelines
established by the
NeuStar Board of
Directors, which limit
any sales of NeuStar
stock by its executive
officers to the
pre-arranged Rule
10b5-1 trading plans.
These 10b5-1 trading
plans were adopted to
allow the Company’s
Section 16 officers to
diversify their
personal investments
by selling
pre-determined, fixed
amounts of their
NeuStar shares in a
programmed fashion.
Under such plans, once
they are established
individuals have no
discretion or control
over the timing or
amounts of the sales,
thereby avoiding
concerns that such
transactions might be
initiated while
executives are in
possession of
material, non-public
information.
Under the terms of
these Rule 10b5-1
trading plans, if
pre-established plan
criteria are met,
during the remainder
of 2006, Jeffrey E.
Ganek, the Company’s
Chairman and Chief
Executive Officer,
will sell up to
287,586 shares and
still have holdings of
1,545,730 shares at
December 31, 2006;
Michael Lach, the
Company’s President
and Chief Operating
Officer, will sell up
to 196,920 shares and
have holdings of
1,058,196 shares at
December 31, 2006;
Jeffrey A. Babka, the
Company’s Chief
Financial Officer,
will sell up to
115,996 shares and
have holdings of
495,382 shares at
December 31, 2006; and
Mark D. Foster, the
Company’s Chief
Technology Officer,
will sell up to
236,541 shares and
have holdings of
1,281,406 shares at
December 31, 2006.
The references to
equity holdings at
December 31, 2006
includes shares of
common stock, options
and restricted shares
regardless of vesting
schedules and excludes
any future grants or
awards.
Each of the Company’s
other executive
officers has also
entered into a Rule
10b5-1 trading plan in
order to sell a
portion of his NeuStar
stock. Sales made
pursuant to these
plans will be
disclosed publicly
through Form 4 and
Form 144 filings with
the Securities and
Exchange Commission.