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): February 6, 2009
DEALERTRACK HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
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| Delaware
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000-51653
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52-2336218 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.) |
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| 1111 Marcus Ave., Suite M04, Lake Success, NY
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11042 |
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| (Address of principal executive offices)
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(Zip Code) |
Registrant’s telephone number, including area code: 516-734-3600
Not Applicable
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:
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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.
As previously reported in the Current Report on Form 8-K filed on January 9, 2009, David Trinder,
Senior Vice President, Network Solutions left DealerTrack Holdings, Inc. (the “Company”) in connection
with a workforce reduction. Mr. Trinder’s last day with the Company was January 5, 2009.
On February 6, 2009, the Company entered into a Severance Agreement and General Release (the “Agreement”)
with Mr. Trinder, setting forth the terms of his departure from the Company. Pursuant to the terms of the
Agreement, Mr. Trinder will receive, among other things, a single lump sum severance payment of $431,675,
less applicable tax withholding and the acceleration of certain equity awards. A copy of the Agreement is
attached hereto as Exhibit 10.1 and incorporated herein by reference.
Item 8.01. Others Events.
Judge Gilford, the federal district court judge in the central district of California hearing the Company’s
pending litigation against RouteOne, which is described in Part II, Item 1 of the Company’s Quarterly Report
on Form 10-Q for the three months ended September 30, 2008, moved the jury trial commencement
date from February 24, 2009 to April 21, 2009 due to a conflict in the court’s schedule.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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| Exhibit |
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Description |
99.1
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Severance Agreement and General Release, dated February 6,
2009, by and between DealerTrack Holdings, Inc. and David
Trinder. |