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): September 19, 2002 ------------------------------ Predictive Systems, Inc. ------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 000-30422 13-3808483 ------------------------------- ------------------------ ------------------- (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation) Identification No.) 19 West 44th Street, New York, NY 10036 ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 212-659-3400 --------------------------- ------------------------------------------------------------------------------- (Former name or former address, if changed since last report.) Item 5. Other Events On September 19, 2002, Predictive Systems, Inc. announced that it will expense the cost of stock options by adopting the fair value method of accounting for stock options contained in SFAS No. 123, Accounting for Stock-Based Compensation. Predictive will adopt the fair value method during the fourth quarter of 2002. Predictive Systems, Inc. also announced on that day that it will offer certain of its employees the opportunity to participate in a voluntary stock option exchange program. The complete text of the press release, dated September 19, 2002, is attached to this report as Exhibit 99.1, and such press release is incorporated herein by reference. Item 7. Financial Statements and Exhibits. (c) Exhibits. Exhibit Number Description ------- ----------- 99.1 Press Release dated as of September 19, 2002. 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. PREDICTIVE SYSTEMS, INC. Dated: September 19, 2002 By: /s/ Neeraj Sethi -------------------------------- Name: Neeraj Sethi Title: CFO EXHIBIT INDEX Exhibit Number Description ------- ----------- 99.1 Press Release dated as of September 19, 2002.