Document
false0000929940 0000929940 2020-03-01 2020-03-01


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):  March 1, 2020
 
ASPEN TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
 
001-34630
 
04-2739697
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
20 Crosby Drive,
Bedford,
MA
 
01730
(Address of principal executive offices)
 
(Zip Code)
 
Registrant’s telephone number, including area code: (781) 221-6400

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:

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))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
 
Trading Symbol
 
Name of Each Exchange on Which Registered
Common stock, $0.10 par value per share
 
AZPN
 
NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company □
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 


 






Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d)
The board of directors has elected Adriana Karaboutis as one of our Class I directors, effective as of our board meeting scheduled for July 22, 2020. Her term will expire at the 2021 Annual Meeting of Stockholders. She was also appointed to serve on the Nominating and Corporate Governance Committee of our board of directors.
Upon the effective date of her election to the board, Ms. Karaboutis will be granted stock options and Restricted Stock Units (RSUs) with a total value of $200,000 based on the closing price of our common stock on the NASDAQ on the trading day next preceding the effective date of her appointment.
Ms. Karaboutis is currently Group Chief Information and Digital Officer at National Grid. On March 4, 2020, we issued a press release announcing her election to our board of directors. The full text of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

 
Item 9.01                                             Financial Statements and Exhibits.
 
(d)                                 Exhibits.
 
The following exhibit is filed as part of this report:
 




































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.
 
 
 
ASPEN TECHNOLOGY, INC.
 
 
 
 
 
 Date: March 4, 2020
By:
/s/ Frederic G. Hammond
 
 
Frederic G. Hammond
 
 
Senior Vice President and General Counsel






















Exhibit


Exhibit 99.1

https://cdn.kscope.io/8d75d78948e372765064ad4eb0a2686d-aspentechnologylogoa48.jpg

Media Contact:     Aspen Technology, Inc.            IR Contact:     ICR Inc. for AspenTech
Lucy Millington                        Brian Denyeau            
Lucy.millington@aspentech.com                brian.denyeau@icrinc.com


Aspen Technology, Inc. Appoints Adriana Karaboutis to Its Board of Directors

BEDFORD, Mass. - March 4, 2020 - Aspen Technology, Inc. (NASDAQ: AZPN), a global leader in asset optimization software, today announced that Adriana Karaboutis will join the Aspen Technology board of directors in July 2020.

Karaboutis is currently Group Chief Information and Digital Officer at National Grid where she is responsible for the development of group-wide digital strategy, information systems and services, digital security and risk, and overall security. During her career, Karaboutis has led digital transformation for several global brands including Biogen Inc, Dell Inc, General Motors Corporation and Ford Motor Company. As EVP Technology, Business Solutions and Corporate Affairs at Biogen she introduced leading digital partners to build capabilities that deliver value across drug discovery, development and delivery processes through core information technology strategy.

Prior to Biogen, Karaboutis was instrumental in driving a culture of innovation and continuous business process improvement at Dell as Vice President and Global CIO. Karaboutis brings extensive experience in computer-integrated manufacturing and supply chain management having held international senior leadership roles at General Motors and Ford. For more than 20 years Karaboutis has focused on innovating with technology to drive business transformation in complex manufacturing and process industries.

“This is an exciting time for established process industries to embrace the real value of digital transformation and turn it into a competitive advantage. I am honored to be joining the board of directors of Aspen Technology. AspenTech understands the complexities and parameters of these industries and has an impressive portfolio of software solutions purpose-built for their environments. I look forward to supporting AspenTech as it applies its decades of experience to deliver the advanced AI capabilities that will drive tomorrow’s industry,” commented Adriana Karaboutis.

“We look forward to welcoming Adriana Karaboutis to the Aspen Technology board of directors, where her deep understanding of complex process industries and experience of leveraging technology to drive business transformation will complement and enhance the strategic value delivered by our board,” added Antonio Pietri, President, CEO and board member at Aspen Technology. “Adriana has a strong track record driving innovation in customer engagement and business operations that will bring valuable expertise to our board.”

Karaboutis holds a BS in Computer Science, from Wayne State University, Detroit. MI. In addition to serving as an independent board director for Aspen Technology, Karaboutis serves on the board of Perrigo Company plc, and, through May 2020, on the board of Advance Auto Parts, Inc.

About Aspen Technology

Aspen Technology (AspenTech) is a global leader in asset optimization software. Its solutions address complex, industrial environments where it is critical to optimize the asset design, operation and maintenance lifecycle. AspenTech uniquely combines decades of process modeling expertise with artificial intelligence. Its purpose-built software platform automates knowledge work and builds sustainable competitive advantage by delivering high returns over the entire asset lifecycle. As a result, companies in capital-intensive industries can maximize uptime and push the limits of performance, running their assets safer, greener, longer and faster. Visit AspenTech.com to find out more.

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