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): February 10, 2006
ART TECHNOLOGY GROUP, 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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000-26679
(Commission
File Number)
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04-3141918
(IRS Employer
Identification No.) |
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25 First Street, Cambridge, Massachusetts
(Address of Principal Executive Offices)
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02141
(Zip Code) |
Registrant’s telephone number, including area code: (617) 386-1000
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)) |
TABLE OF CONTENTS
Item 1.01 Entry into a Material Definitive Agreement.
On February 10, 2006, our compensation committee recommended and our board of directors
adopted the 2006 Executive Management Compensation Plan for our executive officers for fiscal year
2006. Under this plan, we must achieve greater than fifty percent of our operating profit goal for
2006 before executive officers become eligible to receive any portion of an annual bonus based on
their individual bonus goals. In addition, our senior vice president of sales is eligible to
receive quarterly bonuses based on metrics set forth in the plan, irrespective of our operating
profit goal. The target payouts in the plan are based on achieving a certain percentage of our
goals for each of the listed performance metrics. Each of these corporate metrics has a minimum
and maximum threshold. If the goals are exceeded, our executive officers are eligible to receive a
cash bonus in excess of the target payouts. The above description of the plan is qualified in its
entirety by the full text of the plan, which is filed as exhibit 99.01 to this current report and
incorporated herein by reference.
Item 9.01 Financial Statement and Exhibits.
(d) Exhibits
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Title |
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99.1
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2006 Executive Management Compensation Plan |