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): January 20, 2006
Intervoice, Inc.
(Exact name of registrant as specified in its charter)
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Texas
(State or other jurisdiction
of incorporation)
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001-15045
(Commission
File Number)
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75-1927578
(IRS Employer
Identification No.) |
17811 Waterview Parkway,
Dallas, Texas 75252
(Address, including zip code, of principal executive offices)
Registrant’s telephone number, including area code: (972) 454-8000
Not applicable
(Former name or former address, if changed since last report)
£ 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))
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| Item 5.02. |
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Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers. |
On January 20, 2006, Intervoice, Inc. (the “Company”) appointed Jim Milton, age 45, to the
position of Executive Vice President and Chief Operating Officer, effective upon the commencement of his employment by the Company on January 30, 2006. From
October 2004 until December 2005, Mr. Milton was Executive Vice President of Global Sales and
Services for UGS Corporation, a product lifecycle management software company. Prior to joining
UGS, from May 2002 to September 2004, Mr. Milton served as Senior Vice President and Managing
Director for the Americas for the Customer Solutions Group of Hewlett-Packard, a technology
solutions provider to consumers, businesses and institutions globally. From January 2000 to May
2002, Mr. Milton was Senior Vice President and General Manager, North America for Compaq Computer
Corporation, one of the world’s leading suppliers of Internet infrastructure and access solutions.
None of UGS, Hewlett-Packard or Compaq is a parent, subsidiary or other affiliate of the Company.
Mr. Milton’s starting salary will be $350,000 per year.
The Company will provide Mr. Milton with an incentive compensation
plan that will pay him a bonus equal to 70% of his base salary if the
targets set forth in the plan are achieved. This incentive plan, when
finalized and approved by the Compensation Committee of the Board of
Directors, will be based 50% on meeting the Company’s Fiscal
Year 2007 solutions bookings target and 50% on the terms and
conditions of the Fiscal Year 2007 Incentive Compensation Plan for
the Company’s officers and directors which the Compensation
Committee will also finalize and approve. Mr. Milton will be awarded an option to purchase
150,000 shares of the Company’s common stock pursuant to the terms of the Company’s 2005 Stock
Incentive Plan effective upon commencement of his employment. The options will vest in three equal installments over
a three-year period and have a life of seven years, subject to continued employment. The Company
will prepare and offer Mr. Milton a definitive employment agreement.