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 26, 2007
ViaSat, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware
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0-21767
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33-0174996 |
| (State or Other Jurisdiction of
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(Commission File No.)
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(I.R.S. Employer |
| Incorporation)
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Identification No.) |
6155 El Camino Real
Carlsbad, California 92009
(Address
of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (760) 476-2200
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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
TABLE OF CONTENTS
This Current Report on Form 8-K is filed by ViaSat, Inc., a Delaware corporation (the
“Company”), in connection with the matters described herein.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
On
January 26, 2007, Robert L. Barrie resigned from his position as Vice President–Operations,
and the Company promoted Kevin J. Harkenrider to serve as Vice President–Operations of the Company.
Mr. Barrie resigned his position in connection with his planned retirement.
Mr. Harkenrider joined the Company in October 2006 as Director – Operations. Prior to joining
the Company, Mr. Harkenrider served as Account Executive at Computer Sciences Corporation (CSC)
from 2002 through October 2006. Mr. Harkenrider served from 1992 to 2002 in several positions at
BAE Systems, Mission Solutions (formerly GDE Systems, Marconi Integrated Systems, and General
pDynamics Corporation, Electronics Division), including Vice President and Program Director, Vice
President–Operations and Vice President–Material. Prior to 1992, Mr. Harkenrider served in several
director and program manager positions at General Dynamics Corporation. Mr. Harkenrider holds a
B.S. in Civil Engineering from Union College and an M.B.A. from the University of Pittsburgh.
Mr. Harkenrider currently receives an annual base salary of $210,000 and will be eligible for
annual cash bonuses, which are at risk and will be derived using a formula based upon the Company’s
achievement of financial performance goals (previously established by the Compensation and Human
Resources Committee) and Mr. Harkenrider’s individual contribution. Mr. Harkenrider will also
receive the following benefits on the same terms and conditions under which they are made available
to non-executive Company employees: health insurance, life insurance, participation in the
Company’s employee stock purchase plan and participation in the Company’s 401(k) plan.
Item 7.01 Regulation FD Disclosure.
On January 29, 2007, the Company issued a press release announcing that Mr. Barrie has
resigned from his position as Vice President–Operations and that the Company has promoted Kevin J.
Harkenrider to serve as Vice President–Operations of the Company. A copy of the press release is
attached hereto as Exhibit 99.1. The information contained in Item 7.01 of this Current Report,
including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section
18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of
that section. Such information shall not be incorporated by reference into any filing of the
Company, whether made before or after the date hereof, regardless of any general incorporation
language in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) The following exhibits are filed herewith:
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| Exhibit |
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Description of Exhibit |
99.1
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Press release issued by ViaSat, Inc. on January 29, 2007. |