rrd248095_279967.html

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, A2HdpXT/5fUDru3SsSQUEYodGOOXW6tp0k8ZJd1zT/hZwia1lBp3DizKeG52ZOBW tDSPzoFPFlVOqLS59T34DA== 0001181431-10-029234.txt : 20100525 0001181431-10-029234.hdr.sgml : 20100525 20100525144120 ACCESSION NUMBER: 0001181431-10-029234 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100521 FILED AS OF DATE: 20100525 DATE AS OF CHANGE: 20100525 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DELASKI DONALD CENTRAL INDEX KEY: 0001056254 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33772 FILM NUMBER: 10856646 MAIL ADDRESS: STREET 1: 8280 GREENSBORO DR CITY: MCLEAN STATE: VA ZIP: 22102 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DELTEK, INC CENTRAL INDEX KEY: 0001029299 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 541252625 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 13880 DULLES CORNER LANE CITY: HERNDON STATE: VA ZIP: 20171 BUSINESS PHONE: 7037348606 MAIL ADDRESS: STREET 1: 13880 DULLES CORNER LANE CITY: HERNDON STATE: VA ZIP: 20171 FORMER COMPANY: FORMER CONFORMED NAME: DELTEK SYSTEMS INC DATE OF NAME CHANGE: 19970430 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Donald deLaski 2008 Grantor Retained Annuity Trust, Dated November 21, 2008 CENTRAL INDEX KEY: 0001455975 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33772 FILM NUMBER: 10856647 BUSINESS ADDRESS: STREET 1: 605 DEERFIELD POND CT. STREET 2: C/O DONALD DELASKI, TRUSTEE CITY: GREAT FALLS STATE: VA ZIP: 22066 BUSINESS PHONE: 703.759.2446 MAIL ADDRESS: STREET 1: 605 DEERFIELD POND CT. STREET 2: C/O DONALD DELASKI, TRUSTEE CITY: GREAT FALLS STATE: VA ZIP: 22066 4 1 rrd276901.xml FORM 4 X0303 4 2010-05-21 0 0001029299 DELTEK, INC PROJ 0001056254 DELASKI DONALD 605 DEERFIELD POND COURT GREAT FALLS VA 22066 0 0 0 1 See Remarks 0001455975 Donald deLaski 2008 Grantor Retained Annuity Trust, Dated November 21, 2008 605 DEERFIELD POND COURT GREAT FALLS VA 22066 0 0 0 1 See Remarks Common Stock 2010-05-21 4 S 0 500000 8.0 D 1094411 I By grantor retained annuity trust See Exhibit 99 /s/ Robert E. Gregg, as Attorney-in-Fact for Donald deLaski under Power of Attorney 2010-05-25 /s/ Robert E. Gregg, as Attorney-in-Fact for Donald deLaski 2008 Grantor Retained Annuity Trust under Power of Attorney 2010-05-25 EX-99. 2 rrd248095_279967.htm EXHIBIT rrd248095_279967.html

                                                                      Exhibit 99

This report is being filed jointly by Donald deLaski and the Donald deLaski 2008
Grantor Retained Annuity Trust (together, the "reporting persons"). Each of the
reporting persons is a party to an investor rights agreement and a shareholders'
agreement, each dated as of April 22, 2005. The investor rights agreement
contains a voting agreement that provides, among other things and subject to
certain conditions, that (i) New Mountain Partners II, L.P. is entitled to elect
up to a majority of the members of the board of directors of the issuer,
depending upon the percentage of outstanding common stock and Class A common
stock of the issuer held by New Mountain Partners II, L.P., New Mountain
Affiliated Investors II, L.P., and Allegheny New Mountain Partners, L.P.
(collectively, the "New Mountain Funds") (subject to the right of Allegheny New
Mountain Partners, L.P. to designate one director in lieu of a director
designated by New Mountain Partners II, L.P.); and (ii) the deLaski Shareholders
(as described below) are entitled to designate up to two members of the board of
directors of the issuer, depending on the percentage of outstanding common stock
of the issuer held by the deLaski Shareholders. The agreement provides that the
New Mountain Funds and the deLaski Shareholders shall each vote all of their
voting shares to effectuate the election of such directors. The deLaski
Shareholders consist of Kenneth E. deLaski, Donald deLaski, Donald deLaski 2007
Grantor Retained Annuity Trust, Donald deLaski 2008 Grantor Retained Annuity
Trust, David deLaski, Edward Grubb and Kathleen Grubb, JTWROS, The Dana Nancy
deLaski Irrevocable Trust, The Daphne Jean deLaski Irrevocable Trust, the Tena
Renken deLaski Revocable Trust and The Tena Renken deLaski Marital Trust. The
shareholders' agreement provides, among other things, that if the New Mountain
Funds propose to sell all or any portion of their common stock, then certain
parties to the agreement, if requested by the New Mountain Funds, agree to sell
their shares in amounts proportionate to the sale by the New Mountain Funds and,
if shareholder approval is required to approve such transaction, to vote all of
their shares in favor of the transaction. As a result, the reporting person may
be deemed to be a member of a group pursuant to Rule 13d-5 promulgated under the
Securities Exchange Act of 1934 (the "Act"). This filing should not be deemed an
admission that the reporting person is, for purposes of Section 13(d) or Section
16 of the Act or otherwise, a member of a group or that the reporting person is
the beneficial owner of any securities in excess of the amount in which the
reporting person has a pecuniary interest therein, and the reporting person
disclaims beneficial ownership of any such securities.

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