Current Report Filing (8-k)
October 11 2016 - 8:32AM
Edgar (US Regulatory)
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)
October 10, 2016
Syntel, Inc.
(Exact name of registrant as specified in its charter)
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Michigan
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000-22903
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38-2312018
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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525 E. Big Beaver Road, Suite 300, Troy, Michigan
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48083
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code (248) 619-2800
(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):
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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))
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Item 5.02.
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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(d) Effective October 10, 2016, the Board of Directors of Syntel, Inc. (the Company) elected Rex E. Schlaybaugh, Jr. to the Board to the fill
the vacancy created by the decision of a director to not stand for re-election at the Companys 2016 Annual Meeting of Shareholders. The Board has also appointed Mr. Schlaybaugh to serve on the Companys Nominating and Corporate
Governance Committee.
Mr. Schlaybaugh is not a party to any arrangement or understanding pursuant to which he was selected as a director, nor is
Mr. Schlaybaugh a party to any transaction, or proposed transaction, required to be disclosed pursuant to Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934.
As a non-employee director, Mr. Schlaybaugh will receive the same compensation package provided to all of the Companys non-employee directors, as
disclosed in the Companys Proxy Statement for the Annual Shareholders Meeting held on June 8, 2016, including the grant of restricted stock units upon his election as director. Because Mr. Schlaybaugh is being elected mid-term,
he will receive a pro-rated portion of the annual retainers and travel stipend paid to non-employee directors and a pro-rated portion of the annual grant of restricted stock units, in this case, 2,114 restricted stock units.
A copy of the press release issued by the Company announcing Mr. Schlaybaughs election to the Board is furnished as Exhibit 99.1.
Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits.
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Exhibit
Number
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99.1
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Press Release dated October 11, 2016.
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SIGNATURES
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.
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Syntel, Inc.
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(Registrant)
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Date
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October 11, 2016
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By
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/s/ Daniel M. Moore
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Daniel M. Moore, Chief Administrative Officer
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3
EXHIBIT INDEX
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Exhibit
No.
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Description
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99.1
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Press Release dated October 11, 2016.
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4
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