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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): April 18, 2007
SS&C TECHNOLOGIES, INC.
 
(Exact name of Registrant as Specified in its Charter)
         
Delaware   000-28430   06-1169696
         
(State or Other Jurisdiction
of Incorporation)
  (Commission File Number)   (IRS Employer Identification No.)
     
80 Lamberton Road, Windsor, CT   06095
     
(Address of Principal Executive Offices)   (Zip Code)
Registrant’s telephone number, including area code: (860) 298-4500
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):
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
     On April 18, 2007, the Board of Directors (the “Board”) of Sunshine Acquisition Corporation (the “Company”), a Delaware corporation and the parent company of SS&C Technologies, Inc. (“SS&C”), approved (i) the vesting, as of April 18, 2007, of 50% of the Performance Options granted to the employees of SS&C under the Company’s 2006 Equity Incentive Plan (the “2006 Plan”) that would have vested if SS&C had met its EBITDA target for fiscal year 2006 set forth in the employees’ stock option agreements (collectively, the “2006 Performance Options”); (ii) the vesting, conditioned upon SS&C’s meeting its EBITDA target for fiscal year 2007, of the other 50% of the 2006 Performance Options; and (iii) the reduction of SS&C’s EBITDA target for fiscal year 2007 set forth in the employees’ stock option agreements.
     After giving effect to the actions of the Board as described above, the aggregate number of shares of the Company’s Common Stock subject to Performance Options held by SS&C’s executive officers, as well as the vested shares thereunder as of April 18, 2007, are as follows:
                         
    Total Number of        
    Shares Subject   Total Number of    
    to Outstanding   Shares Subject to    
    Performance   Vested Performance    
    Options Granted   Options as of   Exercise Price Per
Name and Title   under 2006 Plan   April 18, 2007   Share
 
                       
William C. Stone
Chairman of the Board and Chief Executive Officer
    70,993       7,099     $ 74.50  
 
                       
Normand A. Boulanger
President and Chief Operating Officer
    53,245       5,325     $ 74.50  
 
                       
Patrick J. Pedonti
Senior Vice President and Chief Financial Officer
    26,622       2,662     $ 74.50  
 
                       
Stephen V. R. Whitman
Senior Vice President and General Counsel
    14,198       1,420     $ 74.50  

 


 

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.
         
  SS&C TECHNOLOGIES, INC.
 
 
Date: April 24, 2007  By:   /s/ Patrick J. Pedonti    
    Patrick J. Pedonti   
    Senior Vice President and Chief Financial Officer