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): January 23, 2009
EMC CORPORATION
(Exact Name of Registrant as Specified in Charter)
| Massachusetts | 1-9853 | No. 04-2680009 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
| 176 South Street, Hopkinton, MA | 01748 | |
| (Address of Principal Executive Offices) | (Zip code) |
Registrant’s telephone number, including area code: (508) 435-1000
N/A
(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) Resignation of a Director
On January 23, 2009, Olli-Pekka Kallasvuo resigned from the Board of Directors of EMC Corporation (“EMC” or the “Company”) and all Committees thereof, effective immediately. Mr. Kallasvuo did not advise the Company of any disagreement on any matter relating to its operations, policies or practices.
A copy of the press release announcing the resignation of Mr. Kallasvuo from the EMC Board of Directors is attached hereto as Exhibit 99.1.
(d) Election of a Director
On January 23, 2009, the Board of Directors of EMC elected Randolph L. Cowen as a member of the Board, effective immediately. Mr. Cowen was also appointed to the Leadership and Compensation Committee and the Mergers and Acquisitions Committee of the Board of Directors.
A copy of the press release announcing the election of Mr. Cowen to the EMC Board of Directors is attached hereto as Exhibit 99.1.
The information in the Exhibit attached to this Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| 99.1 | Press release of EMC Corporation dated January 23, 2009 |
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.
| EMC CORPORATION | ||
| By: | /s/ Paul T. Dacier | |
| Paul T. Dacier | ||
| Executive Vice President and General Counsel | ||
Date: January 23, 2009
EXHIBIT INDEX
| Exhibit No. |
Description | |
| 99.1 |
Press release of EMC Corporation dated January 23, 2009 |