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): December 5, 2002
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NEON Systems, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 0-25457 76-0345839
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
14100 Southwest Freeway, Suite 500, Sugar Land, Texas 77478
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (281) 491-4200
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(Former name or former address, if changed since last report)
Item 5. Other Events.
On December 6, 2002, NEON Systems, Inc. issued a press release
announcing that we had set the date for our annual meeting of stockholders for
February 4, 2003 and that the record date would be December 11, 2002. In
addition, we further announced that on December 5, 2002, the Board of Directors
had voted to expand the Board of Directors by two positions, increasing the
Board from eight directors to ten directors. The Board of Directors appointed
Loretta Cross and David F. Cary to fill the two new positions on the Board of
Directors to serve until their class of directors was to be voted upon at the
Annual Meeting scheduled for February 4, 2003. The following is the
biographical information concerning NEON's two new directors:
Loretta Cross, age 46, was appointed to the Board of Directors as a
Class III director and as a member of the Audit Committee on December 5, 2002.
Ms. Cross is currently a Senior Managing Director of FTI Consulting, Inc., a
publicly held financial consulting firm. From 1991 to August 30, 2002, Ms. Cross
served as a Partner with PricewaterhouseCoopers, LLP. Before joining
PricewaterhouseCoopers LLP, Ms. Cross was with Ernst & Young LLP and Touche Ross
& Co. LLP. Since January 1, 2002, Ms. Cross has served as a director of the
Texas Gulf Coast Lupis Foundation, a non-profit organization. Ms. Cross is a
Certified Public Accountant and holds a B.B.A. in accounting from University of
Texas at Austin.
David F. Cary, age 45, was appointed to the Board of Directors as a
Class III director and as a member of the Audit Committee on December 5, 2002.
Mr. Cary currently serves as a special advisor to a number of early stage
software companies. From 1992 to the 1999, Mr. Cary served as Chief
Financial Officer of i2 Technologies, Inc., a publicly-held global software
company specializing in value chain management solutions. Mr. Cary is a
Certified Public Accountant and holds a B.S. in accounting from San Francisco
State University and an M.B.A. from Southern Methodist University.
The press release is filed as Exhibit 99.1 to this Current Report on
Form 8-K, and the contents of such Exhibit are incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
99.1 Press Release dated December 6, 2002.
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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.
Dated: December 6, 2002 NEON SYSTEMS, INC.
/s/ Brian D. Helman
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Brian D. Helman
Chief Financial Officer
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INDEX TO EXHIBITS
Exhibit
Number Description of Document
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99.1 Press Release dated December 6, 2002.