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) November 9, 2015
Syntel, Inc.
(Exact name of registrant as specified in its charter)
| Michigan | 000-22903 | 38-2312018 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 525 E. Big Beaver Road, Suite 300, Troy, Michigan | 48083 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code (248) 619-2800
(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 (see General Instruction A.2. below):
| ¨ | 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)) |
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) On November 9, 2015, Syntel, Inc. (“Syntel”) Chief Financial Officer, Arvind Godbole, gave his official 90 day notice to Syntel of his intention to retire. Mr. Godbole has agreed to provide transition assistance to Syntel.
(c) On November 9, 2015, the Board of Directors of Syntel named Anil Agrawal as acting Chief Financial Officer pending the appointment of a permanent replacement for Mr. Godbole. Mr. Agrawal, age 38 and General Manager of Finance for Syntel, has been with Syntel since 2001 and has served as Head of Finance for the India operations from 2007 through December 2011 and Head of Corporate Financial Planning and Analytics since January 2012.
(e) Mr. Agrawal’s compensation, effective December 1, 2015, will consist of a base salary of 4,697,635 Indian rupees per year and a variable target bonus of 1,296,588 Indian rupees and a grant of 2,500 shares of restricted Syntel stock (to vest over four years) pursuant to the Syntel Amended and Restated Stock Option and Incentive Plan. Mr. Agrawal will receive a car allowance and the benefit package available to Syntel Private Limited employees.
A press release announcing these events is attached to this Report as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit |
||
| 99.1 | Press Release dated November 10, 2015. |
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.
| Syntel, Inc. |
| (Registrant) |
| Date | November 10, 2015 | By | /s/ Daniel M. Moore | |||||
| Daniel M. Moore, Chief Administrative Officer |
2
EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Press Release dated November 10, 2015. | |
3
Exhibit 99.1
Syntel CFO Arvind Godbole to Retire
TROY, Mich. – November 10, 2015 – Syntel, Inc. (Nasdaq:SYNT), a global provider of digital transformation, information technology and knowledge process services to Global 2000 companies, today announced the upcoming retirement of the Company’s Chief Financial Officer, Arvind Godbole.
Mr. Godbole joined Syntel in 2001 as Corporate Controller, a role he held until his appointment as Chief Financial Officer in 2006. During his tenure at Syntel, Mr. Godbole also served as Chief Information Security Officer and was previously responsible for Syntel’s Administration, Procurement and Travel departments.
“On behalf of Syntel’s leadership team and Board of Directors, I would like to thank Arvind for his years of dedicated service to the Company,” said CEO and President, Nitin Rakesh. “Arvind has been an important part of Syntel’s growth story, and he has made significant contributions to Syntel’s success over more than a decade of financial leadership,” said Rakesh.
Syntel’s General Manager of Finance, Anil Agrawal, will serve as acting CFO while the search for a permanent replacement for Mr. Godbole takes place.
Mr. Agrawal is a Certified Public Accountant (CPA) and Chartered Accountant (CA) with more than 17 years of corporate finance experience. He joined Syntel in 2001 and served as Head of Finance for Syntel’s India operations from 2007 to 2011, and as Head of Corporate Financial Planning and Analytics since 2012.
About Syntel
Syntel (Nasdaq:SYNT) is a global provider of digital transformation, information technology and knowledge process services to Global 2000 companies. Syntel’s mission is to create new opportunities for clients by harnessing our passion, talent and innovation. We combine technology expertise, industry knowledge and a global delivery model to drive business value creation. Syntel’s “Customer for Life” philosophy drives our relentless focus to build long-term, collaborative client partnerships. To learn more, visit us at: www.syntelinc.com.
Safe Harbor Provision
This news release may include forward-looking statements, including those with respect to the future level of business for Syntel, Inc. These statements are necessarily subject to risk and uncertainty. Actual results could differ materially from those projected in these forward-looking statements as a result of certain risk factors set forth in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014, the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2015 or from other factors not currently anticipated.
Contact:
Syntel (North America/Europe): Jon Luebke, (248) 619-3503, jon_luebke@syntelinc.com
Syntel (Asia/Pacific): Sikta Samantaray, +91 9167512186, sikta_samantaray@syntelinc.com