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Entrust Inc – ‘8-K’ for 10/29/06

On:  Thursday, 11/2/06, at 5:11pm ET   ·   For:  10/29/06   ·   Accession #:  1193125-6-222256   ·   File #:  0-24733

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

11/02/06  Entrust Inc                       8-K:1,5,9  10/29/06    4:93K                                    RR Donnelley/FA

Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     20K 
 2: EX-10.1     Contract of Employment Between Entrust (Europe)     HTML     56K 
                          and Andrew Pinder                                      
 3: EX-10.2     Offer Letter                                        HTML     17K 
 4: EX-99.1     Press Release                                       HTML     10K 


8-K   —   Current Report


This is an HTML Document rendered as filed.  [ Alternative Formats ]



  Form 8-K  

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 29, 2006

 


ENTRUST, INC.

(Exact Name of Registrant as Specified in its Charter)

 


 

Maryland   000-24733   62-1670648

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

One Hanover Park, Suite 800

16633 Dallas Parkway

Addison, Texas

  75001
(Address of Principal Executive Office)   (Zip Code)

972-713-5800

(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 (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 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On October 29, 2006, Entrust (Europe) Ltd., a subsidiary of Entrust, Inc., entered into a Contract of Employment with Andrew Pinder (“Employment Agreement”). Pursuant to the Employment Agreement, Mr. Pinder will be appointed as Senior Vice President, EMEA & Global Government Sales Strategy of Entrust (Europe) Ltd. Mr. Pinder resigned from his position as a member of Entrust, Inc.’s Board of Directors to accept his new appointment.

Mr. Pinder’s annual base salary will be £168,000. He will also be eligible for discretionary annual bonus in the range of up to 50% of his base salary. Payment of a bonus is dependent on a number of factors, including personal performance and company performance.

A copy of the Employment Agreement and related offer letter are attached as Exhibit 10.1 and 10.2, respectively, to this Form 8-K and are incorporated by reference herein.

ITEM 5.02. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.

On October 29, 2006, Andrew Pinder resigned from his position as a member of Entrust, Inc.’s Board of Directors. Mr. Pinder resigned in order to accept a position with Entrust (Europe) Ltd., a subsidiary of Entrust, Inc. Attached hereto as Exhibit 99.1 and incorporated by reference is a press release of Entrust regarding Mr. Pinder’s resignation.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(c) Exhibits

 

Exhibit No.  

Description

10.1   Contract of Employment between Entrust (Europe) Ltd. and Andrew Pinder, dated October 29, 2006.
10.2   Offer letter of Entrust (Europe) Ltd. to Andrew Pinder, dated October 29, 2006.
99.1   Press Release dated October 30, 2006, regarding resignation of Andrew Pinder.


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.

 

  ENTRUST, INC.
Date: November 2, 2006   By:  

/s/ David J. Wagner

    David J. Wagner
    Senior Vice President, Finance and
    Chief Financial Officer

 


EXHIBIT INDEX

 

Exhibit No.  

Description

10.1   Contract of Employment between Entrust (Europe) Ltd. and Andrew Pinder, dated October 29, 2006.
10.2   Offer letter of Entrust (Europe) Ltd. to Andrew Pinder, dated October 29, 2006.
99.1   Press Release dated October 30, 2006, regarding resignation of Andrew Pinder.

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
Filed on:11/2/064
10/30/068-K
For Period End:10/29/06
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Filing Submission 0001193125-06-222256   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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