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): December 14, 2004
SRA INTERNATIONAL, INC.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 001-31334 | 54-1360804 | ||
| (State or Other Jurisdiction of Incorporation |
(Commission File Number) | (IRS Employer Identification No.) |
| 4350 Fair Lakes Court Fairfax, Virginia |
22033 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (703) 803-1500
(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
Form of Agreements Under 2002 Stock Incentive Plan
The Registrant from time to time issues stock options, restricted stock or other stock-based awards to the employees, officers and directors of the Registrant or its subsidiary corporations and other eligible participants, pursuant to the SRA International, Inc. 2002 Stock Incentive Plan (the “2002 Plan”). The Registrant filed a copy of the 2002 Plan as Exhibit 10.3 to Amendment No. 1 to Form S-1 Registration Statement filed with the Securities and Exchange Commission on April 25, 2002.
Filed herewith as Exhibits 10.1 to 10.3 are the form of agreements used in connection with the 2002 Plan for grants of stock options and restricted stock awards, and which are incorporated herein by reference. From time to time, the Registrant may issue stock options, restricted stock or other stock-based awards on terms different from those in the form agreements filed herewith.
Item 9.01. Financial Statements and Exhibits
| (c) | Exhibits |
See Exhibit Index attached hereto.
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.
| SRA INTERNATIONAL, INC. | ||||
| Date: December 14, 2004 |
By: | /s/ Stephen C. Hughes | ||
| Stephen C. Hughes Senior Vice President of Finance and Administration and Chief Financial Officer | ||||
EXHIBIT INDEX
| Exhibit No. |
Description | |
| 10.1 | Form of Nonstatutory Stock Option Agreement under 2002 Stock Incentive Plan | |
| 10.2 | Form of Incentive Stock Option Agreement under 2002 Stock Incentive Plan | |
| 10.3 | Form of Restricted Stock Agreement under 2002 Stock Incentive Plan | |