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UNITED STATES

Form 10-K

INFORMATICA CORPORATION

(650) 385-5000

Securities Registered Pursuant to Section 12(b) of the Act: None

Securities Registered Pursuant to Section 12(g) of the Act:

Common Stock, par value $0.001 per share

      Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 (the “Act”) during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     Yes þ          No o

      Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.     þ

      Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act).     Yes þ          No o

      As of June 30, 2002, there were approximately 79,392,800 shares of the registrant’s Common Stock outstanding. The aggregate market value of the Common Stock held by non-affiliates of the registrant (based on the closing price for the Common Stock on the Nasdaq National Market on June 28, 2002) was approximately $304,184,213. Shares of the registrant’s Common Stock held by each executive officer and director and by each entity that owns 5% or more of the registrant’s Common Stock have been excluded in that such persons may be deemed to be affiliates. This determination of affiliate status is not necessarily a conclusive determination for other purposes.

      As of February 28, 2003, there were approximately 80,158,097 shares of the registrant’s Common Stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

      Portions of the registrant’s Proxy Statement for the registrant’s 2003 Annual Meeting of Stockholders are incorporated by reference into Part III of this Form 10-K to the extent stated herein. The Proxy Statement will be filed within 120 days of registrant’s fiscal year ended December 31, 2002.

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INFORMATICA CORPORATION

ANNUAL REPORT ON FORM 10-K

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      This Annual Report on Form 10-K includes “forward-looking statements” within the meaning of the federal securities laws, particularly statements referencing our expectations relating to service revenues, cost of revenues, operating expenses and international expansion; the sufficiency of our cash balances and cash flows for the next twelve months; potential investments of cash or stock to acquire or invest in complementary businesses, products or technologies; the impact of recent changes in accounting standards; and assumptions underlying any of the foregoing. In some cases, forward-looking statements can be identified by the use of terminology such as “may,” “will,” “expects,” “intends,” “plans,” “anticipates,” “estimates,” “potential,” or “continue,” or the negative thereof or other comparable terminology. Although we believe that the expectations reflected in the forward-looking statements contained herein are reasonable, these expectations or any of the forward-looking statements could prove to be incorrect, and actual results could differ materially from those projected or assumed in the forward-looking statements. Our future financial condition and results of operations, as well as any forward-looking statements, are subject to risks and uncertainties, including but not limited to the factors set forth under the heading “Risk Factors” in Item 7 and elsewhere in this report. All forward-looking statements and reasons why results may differ included in this report are made as of the date hereof, and we assume no obligation to update any such forward-looking statements or reasons why actual results may differ.

PART I

Overview

      Informatica Corporation is a leading provider of business analytics software that helps our customers to accelerate the integration, analysis and delivery of critical corporate information. Using our products, business users and IT staff are more productive in their tasks. Business users gain valuable insight they can use to help improve business performance, increase customer satisfaction and enhance competitive advantage. Senior IT personnel are equipped with infrastructure that can help them deploy analytic solutions faster, cheaper and with less risk than several other alternatives in the market.

      Over the last two decades, companies have made significant investments in a variety of transactional applications, like Enterprise Resource Planning (ERP), Customer Relationship Management (CRM) and Supply Chain Management (SCM) software to automate specific business functions, including general ledger, human resources, customer relationships and supply chain. The ultimate goal of deploying these applications is to make businesses more efficient through automation. However, these transaction applications generate massive volumes of information in disparate software systems that typically do not talk to each other or share the data. Organizations are now finding that the strategic value of information technology lies beyond process automation. Companies are realizing the need to have one unified and complete view of all of the information about their customers, suppliers and operations all in one place, in order to make better decisions about their business for competitive advantage. Then, armed with one complete view of their business, information workers can use that information to collaborate internally or externally with one’s customers, suppliers and partners to improve performance and productivity.

      Informatica addresses this need with a comprehensive suite of business analytic software products. Our products are designed to integrate data from the enterprise’s various systems and create analytic solutions that deliver insight to business users across the entire organization, helping them to make better decisions, ultimately turning information into competitive advantage. Informatica is the leading provider of data integration products. Our newer data warehouse modules, which pre-package metrics and domain knowledge from fourteen different business areas, allow an IT buyer to build a data mart or data warehouse faster than building it by hand. Our business intelligence platform provides easy-to-use, broadly deployable dashboards, scorecards and intuitive guided analysis for all business users to better manage the performance of their organization. When combined, our data integration products, data warehouse modules and our business intelligence platform enable and accelerate the deployment of custom or pre-packaged analytic application suites, allowing enterprises to improve strategic aspects of their business performance, including direct and

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      We believe our products provide our customers with the following primary benefits:

	•	information integrated from a wide range of business functions and disparate data sources into one unified, holistic view of the enterprise;
	•	packaged and extensible data warehouse technology to help organizations build their analytic infrastructure faster, cheaper and with less risk;
	•	broad deployment of personalized, Web-based business intelligence to information workers across the enterprise; and
	•	custom or pre-packaged analytic application suites that help business users manage the performance of their organization.

      We have over 1,700 customers from a wide variety of industries ranging from high technology to manufacturing, and from financial services to telecommunications. We also maintain relationships with a variety of strategic partners to jointly develop, market, sell and/ or implement our solutions. Our significant strategic partners include Accenture, BEA Systems, BearingPoint, Deloitte Consulting, HP, i2 Technologies, IBM, JD Edwards, Manugistics, Mitsubishi Electric, PeopleSoft, Siebel Systems, Sybase, Teradata Division of NCR Corporation, TIBCO, Vitria and webMethods. We market and sell our software and services through our direct sales force in the United States as well as Belgium, Canada, France, Germany, the Netherlands, Switzerland and the United Kingdom. We also have relationships with distributors in various regions, including Asia-Pacific, Australia, Europe, Japan and Latin America, who sublicense our products and provide service and support within their territories. More than twenty-five independent software vendors, including several of our strategic partners, have licensed our technology for inclusion in their products.

      Our corporate headquarters are located at 2100 Seaport Boulevard, Redwood City, California 94063, and our telephone number at that location is (650) 385-5000. We can also be reached at our Web site at www.informatica.com; however the information in, or that can be accessed through, our Web site is not part of this report. We were incorporated in California in February 1993 and reincorporated in Delaware in April 1999.

      A copy of our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to these reports pursuant to Section 13(a) or 15(d) of the Act are available, free of charge, on our Web site as soon as reasonably practicable after such material is electronically filed with the Securities and Exchange Commission.

Our Products

      Our business analytics products enable our customers to integrate data from multiple disparate systems, implement data warehouses more quickly and deploy business intelligence solutions and analytic applications to better manage the performance of their organization. Our data integration products extract, transform and load large volumes of data from disparate sources for both analytic and operational needs on a real-time or regularly scheduled basis. Our data warehouse modules contain packaged analytic infrastructure and business content that accelerate the building of enterprise data warehouses and data marts in fourteen different subject areas, including sales, marketing, call center, finance, human resources, supply chain and operations — either in modular fashion or as entire suites. Our business intelligence platform is built on a modern, internet-centric platform for deploying analytic dashboards, scorecards and guided analysis to a broad range of corporate decision-makers. The Informatica analytic application suites pre-package all three layers of our product stack and provide a complete analytic solution in four function specific areas: Customer Relationship Analytics, Human Resources Analytics, Finance Analytics, and Supply Chain Analytics.

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      The following information summarizes the key features and benefits of our products and services:

     Data Integration Products

      Our data integration products feature a high-performance, scalable architecture designed to support the demanding requirements of global companies and rapidly growing enterprises. Our core integration offerings, Informatica PowerCenter RT, Informatica PowerCenter and Informatica PowerMart, integrate and unify the diverse applications that populate today’s enterprises. Our data integration products extract data from virtually all sources, enrich it for analytics, catalog it for use and reuse, and deliver it to other transactional systems, data warehouses and analytic applications. PowerCenter RT is the latest product in the PowerCenter series and features several innovations that facilitate real-time data integration and connection to Enterprise Application Integration (EAI) sources. In addition, we offer a number of extension products that provide technical capabilities to accelerate and simplify customer implementation and deployment of our products, including Informatica PowerChannel, a number of Informatica PowerConnects, Informatica PowerPlugs and Informatica PowerBridge products.

     Data Warehouse Modules

      Our packaged data warehouse modules are currently comprised of fourteen different subject specific warehouse modules or “marts”. They provide packaged data warehouse technology that is fully extensible, allowing data warehouses and data marts to be built faster, cheaper and with less risk. The Informatica Warehouse Modules integrate data from a variety of operational systems, such as Ariba, i2, Oracle, PeopleSoft, SAP, Siebel Systems, legacy systems and Web servers, and then transforms, aggregates and normalizes the data, before presenting it to business users for business insight. The Informatica Warehouse Modules are designed to help companies leverage industry best practices and minimize implementation time and cost.

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      A description of our packaged data warehouse modules and their benefits are summarized in the table below:

     Business Intelligence Platform

      Our business intelligence platform includes PowerAnalyzer and PowerAnalyzer Insight modules. These internet-centric products are designed to meet our customers’ end-to-end business intelligence requirements including dashboards, scorecarding, query and analysis, reporting, advanced analytics and visualization. PowerAnalyzer is designed to give end users — both inside and outside the organization — intuitive access to critical, personalized data at the point of work. By allowing users to be alerted to, navigate through and interact with key business metrics such as sales trends, customer order records, and supplier scorecards on a real-time basis, PowerAnalyzer empowers employees, suppliers and customers to make informed decisions while in the office or on the road. This helps enable faster reactions to trends, more responsive customer support, more consistent decision-making and therefore, a more effective enterprise. PowerAnalyzer Insight modules include pre-packaged analytic dashboards and scorecards that are role-based, easily personalized, and are integrated with alerts and enterprise communication tools like Microsoft Exchange.

     Analytic Application Suites

      Our analytic application suites are comprised of a tightly integrated suite of our data integration products, data warehouse modules and business intelligence platform that provide key business metrics and analytic reports across a range of business functions. Because our analytic application suites span multiple business functions, we believe they uniquely offer managers and executives an integrated, enterprise-wide view of their businesses that they have not traditionally been able to achieve. These analytic applications are designed to integrate data from a variety of operational systems, such as Ariba, i2 Technologies, Manugistics, Oracle, PeopleSoft, SAP, Siebel Systems, legacy systems and Web commerce servers, to provide valuable business insight. They do this by enabling companies to analyze and manipulate the aggregated and normalized information. Our analytic applications are designed to help companies leverage industry best practices and minimize implementation time and cost for enterprise-wide analytics. They include analytic dashboards that are role-based, easily personalized and able to deliver information in real-time, and are integrated with alerts and enterprise communication tools such as Microsoft Exchange. The analytic dashboards allow full interaction with the server, including the use of Informatica Analytic Workflows, which aid in the discovery of

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      Our suites of pre-packaged analytic application suites are summarized in the table below:

Services

      We offer a comprehensive set of professional services, including product-related customer support, consulting services and training and customer support. Through our technical support centers in the United States and the United Kingdom, we offer high-quality technical support on a global basis to customers over the phone, via e-mail and through the Internet. Our consulting services range from designing and deploying our products to data transformation and performance tuning. Our consulting strategy is to provide specialized expertise regarding our products to enable our end user customers and systems integrator partners to successfully implement our analytic solutions. Our systems integrator partners include firms such as Accenture, BearingPoint, Cap Gemini Ernst & Young, Computer Sciences Corporation, Deloitte Consulting, EDS, and IBM. We also offer a comprehensive curriculum of product-related training to help our customers and strategic partners build proficiency in using our products. In 2001, we established the Informatica Certification Program to create a database of expert professionals with verifiable skills in the design and administration of Informatica-based analytic systems.

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Our Strategic Partners and Customers

      Our strategic partners include industry leaders in enterprise and software, computer hardware and systems integration. We offer a comprehensive strategic partner program for major companies in these areas so that they can provide sales and marketing leverage, access to required technology and complementary products and services to our joint customers. In addition to our systems integrator partners listed above, our strategic partners include BEA Systems, EMC, Hewlett-Packard, i2 Technologies, IBM, JD Edwards, Manugistics, Mitsubishi Electric, PeopleSoft, Siebel Systems, Sun Microsystems, Sybase, Teradata Division of NCR Corporation, TIBCO, Vitria and webMethods. Our customers include leading companies from a wide range of industries and major governmental and educational institutions. A representative sampling of our customers who have purchased at least $750,000 of our software and related services since January 1996 includes:

Our Market Positioning

      Comprehensive Analytics Product Offering. Our strategy is to provide our customers with a comprehensive suite of analytic products to help them quickly and cost effectively deploy analytic solutions to improve their business effectiveness. The combination of our data integration products, data warehouse modules and business intelligence platform provides the industry with the most comprehensive analytic application suites. This “full stack” helps allow us to offer our customers a highly attractive and differentiated value proposition in terms of lower total cost of ownership, faster time to value and lower risk to business changes.

      Real-Time, Highly Scalable and Flexible Data Integration. Our products are capable of supporting the needs of large global enterprises due to our highly scalable and extensible architecture. This year we introduced the incorporation of real-time data into our data integration product offering. In addition, our infrastructure products are developed to be compatible with major software applications. Our platform and set of supporting products are both flexible and extensible, allowing customers to build or extend sophisticated analytic applications to meet their specific requirements. The open architecture design of our products enables our customers to support and inter-operate with a wide range of computing platforms, applications and data sources.

      Modular, Plug and Play Approach to Business Analytics. Our data warehouse modules form the basis for analytic solutions that span the value-chain (including CRM, Finance, HR and Supply Chain) to be

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      Broadly Deployable Business Intelligence. Our vision for the market is the democratization of information. Our business intelligence platform is based on an industry-standard J2EE (internet) architecture that provides significant scalability and manageability advantages, and allows customers to easily deploy our product to thousands of users across the enterprise. Our business intelligence platform is built with modern, intuitive dashboards, scorecards and guided analysis tools, and can be pushed out to any wireless phone, PDA, or other handheld device. The open design of our business intelligence platform also allows IT users to easily customize our product to meet the specific needs of an organization.

      Significant Installed Customer Base and Community of Developers. We have an installed customer base that spans a wide range of industries. As of December 31, 2002, our products had been licensed by over 1,700 customers around the world, and to 79% of the Fortune 100 companies. The Informatica Developer Network, created in 2001, has grown to over 5,000 members in sixty-four countries each using Informatica’s products to build their own data warehouses and analytic solutions. Our success at each customer site serves to strengthen our brand awareness while providing an opportunity to up-sell and cross-sell our new products in our analytic stack.

      Strong Base of Leading Strategic Partners. We have alliances and strategic partnerships with leading enterprise software providers, systems integrators and hardware vendors. These alliances provide sales and marketing leverage and access to required technology, while also providing complementary products and services to our joint customers. More than thirty-five companies now OEM Informatica’s core products, including i2 Technologies, JD Edwards, PeopleSoft and Siebel Systems. In sum, more than 300 companies market and resell our products around the world.

Research and Development

      As of December 31, 2002, we employed 206 people in our research and development organization. This team is responsible for the design, development and release of our products. The group is organized into four disciplines: development, quality assurance, documentation and program management. Members from each discipline, along with a product-marketing manager from our marketing department, form separate product teams that work closely with sales, marketing, services, customers and prospects to better understand market needs and user requirements. These product teams utilize a well-defined software development methodology that we believe enables us to deliver products that satisfy real business needs for the global market while also meeting commercial quality expectations.

      When appropriate, we also utilize third parties to expand the capacity and technical expertise of our internal research and development team. On occasion, we have licensed third-party technology. We believe this approach shortens time-to-market without compromising competitive position or product quality, and we plan to continue to draw on third-party resources as needed in the future.

      In 2002, Informatica made use of a small offshore development team based in the Netherlands for work on portions of our business intelligence platform. Going forward, we will continue to explore the use of offshore development, particularly in India, to increase development productivity. Our research and development expenditures were $45.6 million in 2002, $46.3 million in 2001 and $26.5 million in 2000.

Sales, Marketing and Distribution

      We market and sell software and services through a direct sales force in the United States as well as Belgium, Canada, France, Germany, the Netherlands, Switzerland and the United Kingdom, and also through distributors in various regions around the world. As of December 31, 2002, we employed 290 people in our sales and marketing organization worldwide.

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      Marketing programs are focused on creating awareness as well as lead generation and customer references for our products. These programs are targeted at key executives such as chief executive officers, chief information officers, other information technology managers and vice presidents of specific functional areas, such as marketing, sales, service, finance, human resources, manufacturing, distribution and procurement. Our marketing personnel engage in a variety of activities, including positioning our software products and services, conducting public relations programs, establishing and maintaining relationships with industry analysts, producing product collateral and generating qualified sales leads.

      Our sales process consists of several phases: lead generation, opportunity qualification, needs assessment, product demonstration, proposal generation and contract negotiation. Although the typical sales cycle requires three to six months, some sales cycles in the past have lasted substantially longer, particularly the sales cycle for our analytic application suites. In a number of instances, our relationships with systems integrators and other strategic partners have reduced sales cycles by generating qualified sales leads, making initial customer contacts and assessing needs prior to our introduction to the customer. Also, partners have assisted in the creation of presentations and demonstrations, which we believe enhances our overall value proposition and competitive position.

      In addition to our direct sales efforts, we distribute our products through systems integrators, resellers, distributors and OEM partners in the United States and internationally. Systems integrators typically have expertise in vertical or functional markets. They resell our products, bundling them in most cases with their broader service offerings. In other cases, they influence direct sales of our products. Distributors sublicense our products and provide service and support within their territories. OEMs embed portions of our technology in their product offerings.

Intellectual Property and Other Proprietary Rights

      Our success depends upon our proprietary technology. We rely on a combination of patent, copyright, trademark and trade secret rights, confidentiality procedures and licensing arrangements to establish and protect our proprietary rights. As part of our confidentiality procedures, we generally enter into non-disclosure agreements with our employees, distributors and corporate partners and into license agreements with respect to our software, documentation and other proprietary information. In addition, we have six patents granted in the U.S., sixteen patent applications pending in the U.S., and twenty-five corresponding international patent applications pending.

Competition

      The market for our products is highly competitive, quickly evolving and subject to rapidly changing technology. A large part of that market consists of custom-built solutions that are often hand-coded. As such, Informatica’s primary competition consists of custom-built data integration, data warehouse, business intelligence, and analytic applications. We experience competition in the market from Ascential Software, Business Objects S.A., Cognos Inc., Embarcadero Technologies, Inc. and MicroStrategy, Inc. In addition, we compete or may compete against database vendors and enterprise applications vendors that currently offer, or may develop, products with some functionality that compete with our products. Such potential competitors include IBM Corporation, Microsoft Corporation, Oracle Corporation, PeopleSoft, SAP and Siebel Systems.

      Many of our competitors or potential competitors have longer operating histories, substantially greater financial, technical, marketing or other resources, or greater name recognition than we do. Our competitors may be able to respond more quickly than we can to new or emerging technologies and changes in customer requirements. Competition could seriously impede our ability to sell additional products and services on terms favorable to us. Our current and potential competitors may develop and market new technologies that render our existing or future products obsolete, unmarketable or less competitive. If our competitors develop similar or superior functionality, we may have difficulty competing more substantially on the basis of price. Our current and potential competitors may make strategic acquisitions or establish cooperative relationships among themselves or with other solution providers, thereby increasing the ability of their products to address the needs of our prospective customers. Our current and potential competitors may establish or strengthen

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      We currently compete more on the basis of our products’ functionality than on the basis of price. Additionally, we compete on the basis of certain factors, including:

      We believe that we currently compete favorably with respect to the above factors. See “Risk Factors — The market in which we sell products is highly competitive.”

Employees

      As of December 31, 2002, we had a total of 796 employees, including 206 people in research and development, 290 people in sales and marketing, 196 people in consulting, customer support and training and 104 people in general and administrative services. None of our employees is represented by a labor union. We have not experienced any work stoppages, and we consider employee relations to be good.

      Our headquarters are located in two buildings at the Pacific Shores Center in Redwood City, California. These buildings comprise 290,300 square feet of office space and are leased through July 2013. We also lease 6,500 square feet of office space for sales activities in New York, New York through February 2010 and 5,300 square feet of office space for sales, professional services and product development activities in Plano, Texas through October 2007 (with two five-year renewal options). We occupy approximately 10,000 square feet of office space in Maidenhead, United Kingdom for our European headquarters leased through May 2010 and approximately 9,600 square feet of office space in Amsterdam, the Netherlands through October 2007 (with a five-year renewal option). We also lease other office space in the United States and other various countries under operating leases.

      In addition, we lease excess office space in Palo Alto, California; Carrolton, Texas; and San Francisco, California. We lease 30,000 square feet in Palo Alto, California under a lease that expires in July 2007, of which 12,000 square feet is subleased from October 2002 through September 2004. In November 2002, we subleased the entire 29,000 square feet in Carrollton, Texas for the remainder of the lease term through January 2006. In San Francisco, California we lease approximately 19,200 square feet under a lease that expires in March 2007. We are attempting to sublease our surplus properties for the remaining lease terms. See Notes 7 and 8 of Notes to the Consolidated Financial Statements in Item 8.

      On November 8, 2001, a purported securities class action complaint was filed in the United States District Court for the Southern District of New York. The case is now captioned as In re Informatica Corporation Initial Public Offering Securities Litigation, Civ. No. 01-9922 (SAS) (S.D.N.Y.), related to In re Initial Public Offering Securities Litigation, 21 MC 92 (SAS) (S.D.N.Y.).

      On or about April 19, 2002, plaintiffs electronically served an amended complaint. The amended complaint is brought purportedly on behalf of all persons who purchased our common stock from April 29, 1999 through December 6, 2000. It names as defendants Informatica Corporation, one of our current officers, one of our former officers, and several investment banking firms that served as underwriters of our April 29, 1999 initial public offering and September 28, 2000 secondary public offering. The amended complaint alleges liability as to all defendants under Sections 11 and 15 of the Securities Act of 1933 and Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, on the grounds that the registration statement for the offerings

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      We are aware that similar allegations have been made in other lawsuits filed in the Southern District of New York challenging over 300 other initial public offerings and secondary offerings conducted in 1999 and 2000. Those cases have been consolidated for pretrial purposes before the Honorable Judge Shira A. Scheindlin. On July 15, 2002, we and our affiliated individual defendants (as well as all other issuer defendants) filed a motion to dismiss the complaint. On February 19, 2003, the Court ruled on the motions to dismiss. The Court denied the motions to dismiss the claims under the Securities Act of 1933 in all but ten cases, including the case involving Informatica. The Court denied the motion to dismiss the claim under Section 10(a) of the Securities Exchange Act of 1934 against Informatica and 184 other issuer defendants. The Court denied the motion to dismiss the claims under Section 10(a) and 20(a) of the Securities Exchange Act of 1934 against the Informatica individual defendants and sixty-two other individual defendants. We believe that we have meritorious defenses to the claims against us, and we intend to defend ourselves vigorously.

      On July 15, 2002, we filed a patent infringement action in U.S. District Court in Northern California against Acta Technology, Inc., asserting that certain Acta products infringe on three of our patents: U.S. Patent No. 6,014,670, entitled “Apparatus and Method for Performing Data Transformations in Data Warehousing”; U.S. Patent No. 6,339,775, entitled “Apparatus and Method for Performing Data Transformations in Data Warehousing” (this patent is a continuation-in-part of and claims the benefit of U.S. Patent No. 6,014,670); and U.S. Patent No. 6,208,990, entitled “Method and Architecture for Automated Optimization of ETL Throughput in Data Warehousing Applications.” On July 17, 2002, we filed an amended complaint alleging that Acta products also infringe on one additional patent: U.S. Patent No. 6,044,374, entitled “Object References for Sharing Metadata in Data Marts.” In the suit, we are seeking an injunction against future sales of the infringing Acta products, as well as damages for past sales of the infringing products. We have asserted that Acta’s infringement of the Informatica patents was willful and deliberate. Acta answered the complaint on September 5, 2002, and filed counterclaims against us seeking a declaration that each patent asserted is not infringed and is invalid and unenforceable. Acta did not make any claims for monetary relief against us. The case is currently in the claim construction and discovery phase.

      We are aware that a punitive class action complaint titled Lui v. Credit Suisse First Boston Corporation et al, No. 03-20459, has been filed in the United States District Court, Southern District of Florida. The complaint purports to allege securities fraud, fraud, and negligent misrepresentation claims against: (1) Credit Suisse First Boston; (2) numerous companies whose initial public offerings were underwritten by Credit Suisse First Boston, including Informatica; and (3) certain officers or directors of those companies, including two individuals affiliated with Informatica at the time of the initial public offering. No specific amount of damages is claimed.

      We are also a party to various legal proceedings and claims, either asserted or unasserted, arising from the normal course of business activities.

      In management’s opinion, resolution of any of these matters is not expected to have a material adverse impact on our results of operations, cash flows or its financial position. However, depending on the amount and timing, an unfavorable resolution of these matters could materially and adversely affect our future results of operations, cash flows or financial position in a particular period.

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      Not Applicable.

Executive Officers of the Registrant

      The following table sets forth certain information concerning our executive officers as of March 1, 2003:

      Our executive officers are appointed by, and serve at the discretion of, the Board of Directors. Each executive officer is a full-time employee. There is no family relationship between any of our executive officers or directors.

      Mr. Dhillon is one of our co-founders and has been our Chief Executive Officer, Secretary and a member of our Board of Directors since our inception. Prior to co-founding Informatica in February 1993, Mr. Dhillon was employed by Sterling Software, a software company, from December 1991 to November 1992, where his last position was Project Manager. Prior to that, he was a Systems Architect with Unisys Corporation. Mr. Dhillon holds a B.S. degree in electrical engineering from Punjab University, India.

      Mr. Fry has been our Chief Financial Officer and Senior Vice President since December 1999. From November 1995 to December 1999, Mr. Fry was Vice President and Chief Financial Officer at Omnicell Technologies, Inc. From July 1994 to November 1995, he was Vice President and Chief Financial Officer at C*ATS Software, Inc. Mr. Fry holds a B.B.A. degree in accounting from the University of Hawaii and an M.B.A. degree in finance and marketing from Stanford University.

      Mr. Harrison originally joined us as Senior Vice President, Sales in January 1996 and served as Executive Vice President, Worldwide Field Operations from January 1999 to August 2001. After a one-year hiatus, Mr. Harrison returned as Executive Vice President, Worldwide Field Operations in August 2002. Prior to joining Informatica, Mr. Harrison held sales management responsibility at Oracle Corporation from June 1995 to January 1996. From September 1989 to June 1995, he was Regional Vice President of Sales at Information Resources, an enterprise decision support company. Mr. Harrison holds a B.S. degree in operational research and economics from Aston University in England.

      Mr. Pancha was an early employee of Informatica, serving in engineering management roles from November 1996 to October 1998. Mr. Pancha left to co-found Zimba, a developer of mobile applications providing real-time access to corporate information via voice, wireless, and Web technologies. Upon the acquisition of Zimba in August 2000, Mr. Pancha rejoined us as Vice President and General Manager of the Platform Business Unit. In August of 2002, he became Senior Vice President of Products, assuming responsibility for all products. Prior to Informatica, Mr. Pancha spent eight years in various development and management positions at Oracle, including leading the development of Oracle’s query-building and business intelligence tools. Mr. Pancha holds a B.S. degree in electrical engineering from Stanford University and an M.S. degree in electrical engineering from the University of Pennsylvania.

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PART II

Item 5.     Market for Registrant’s Common Equity and Related Stockholder Matters

Price Range of Common Stock

      Our common stock is listed on the Nasdaq National Market under the symbol “INFA.” Our initial public offering was April 29, 1999 at $4.00 per share (adjusted for stock splits in the form of stock dividends in February 2000 and November 2000). The price range per share in the table below reflects the highest and lowest sale prices for our stock as reported by the Nasdaq National Market during the last two fiscal years.

Holders of Common Stock

      As of December 31, 2002, there were approximately 174 stockholders of record of our common stock, and the closing price per share of our common stock was $5.76. Because many of our shares of common stock are held by brokers and other institutions on behalf of stockholders, we are unable to estimate the total number of stockholders represented by these record holders.

Dividends

      We have never declared or paid cash dividends on our common stock. Since we currently intend to retain all future earnings to finance future growth, we do not anticipate paying any cash dividends in the near future.

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Item 6.     Selected Consolidated Financial Data