VIRTUSA CORPORATION (NASDAQ:VRTU) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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VIRTUSA CORPORATION (NASDAQ:VRTU) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 9.01(b). Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June29, 2017, the Board of Directors of Virtusa Corporation accepted the retirement of Martin Trust, a class II director, effective June30, 2017 and Robert Davoli, a class I director, who will remain a director of the Company until the expiration of his term at this year’s annual meeting of stockholders. In connection with the retirements of Mr.Trust and Mr.Davoli, the Board of Directors of the Company has approved a decrease in the number of directors constituting the Board from ten to nine, as of June30, 2017, and then from nine to eight members, to be effective as of this year’s annual meeting of stockholders. Mr.Davoli has been a member of the Board of Directors since 2000 and serves on the Board’s compensation committee. Mr.Trust has been a member of the Board since 2004 and is the Chairman of the compensation committee.

In connection with Mr.Trust’s retirement and Mr.Davoli’s pending retirement, the Board of Directors approved or confirmed the following appointments to the committees of the Board, effective as of June30, 2017, as follows:

Audit Committee

Barry Nearhos (Chair)

Bill O’Brien

Joe Doody

Compensation Committee

Bill O’Brien (Chair)

Joe Doody

Al-Noor

Corporate Governance

Row Moriarty (Chair)

Izhar Armony

Vikram Pandit

Finance Committee

Vikram (Chair)

Izhar Armony

Barry Nearhos

Item 9.01. Regulation FD Disclosure.

On July5, 2017, the Company issued a press release, a copy of which is being furnished as Exhibit99.1 to this Current Report on Form8-K.

The information in this Item 9.01 and Exhibit99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section18 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, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

The following exhibit relating to Item 9.01 shall be deemed to be furnished, and not filed:

99.1 Press Release issued by Virtusa Corporation on July5, 2017.


VIRTUSA CORP Exhibit
EX-99.1 2 a17-16909_1ex99d1.htm EX-99.1 Exhibit 99.1     Virtusa Announces Retirement of Board Members Martin Trust and Robert E. Davoli   Westborough,…
To view the full exhibit click here

About VIRTUSA CORPORATION (NASDAQ:VRTU)

Virtusa Corporation (Virtusa) is an information technology services company. The Company’s services include information technology (IT) and business consulting, digital enablement services, user experience (UX) design, development of IT applications, maintenance and support services, systems integration, infrastructure and managed services. Its services enable its clients to accelerate business outcomes by consolidating, rationalizing and modernizing the clients’ core customer-facing processes into one or more core systems. It delivers solutions through a global delivery model, applying advanced methods, such as Agile, a technique designed to accelerate application development. The Company uses its consulting methodology, Accelerated Solution Design (ASD). It supports the Chief Information Officers (CIOs) of its client organizations in solving their critical issues, including managing total cost of ownership, accelerating time-to-market and increasing productivity.