================================================================================
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 February 3, 2005
(Date of Earliest Event Reported)
VERINT SYSTEMS INC.
-----------------------------------------------------
(Exact name of registrant as specified in its charter)
Commission File No. 0-15502
Delaware 11-3200514
----------------------- ---------------------
(State of Incorporation) (I.R.S. Employer
Identification No.)
330 South Service Road, Melville, New York 11747
------------------------------------------ --------
(Address of principal Zip Code
executive offices)
Registrant's telephone number, including area code: (631) 962-9600
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
Verint Systems Inc. grants various awards to its directors under the 2004
Stock Incentive Compensation Plan (the "Incentive Plan"). A form of award grant
is attached hereto as an exhibit and is hereby incorporated by reference.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
The following exhibits are filed as part of this Report:
Exhibit No. Description
----------- -----------
10.1 Form of Agreement evidencing a grant of Stock Options under
the Verint Systems Inc. 2004 Stock Incentive Compensation
Plan.
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.
VERINT SYSTEMS INC.
By: /s/Igal Nissim
----------------------------------
Name: Igal Nissim
Title: Chief Financial Officer
Dated: February 3, 2005
EXHIBIT INDEX
Exhibit No. Description
----------- -----------
10.1 Form of Agreement evidencing a grant of Stock Options under
the Verint Systems Inc. 2004 Stock Incentive Compensation
Plan.