UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
January
4, 2011
Date of
Report (Date of earliest event reported)
SOLARWINDS, INC.
(Exact
name of registrant as specified in its charter)
|
Delaware
|
001-34358
|
73-1559348
|
||
|
(State
or other jurisdiction
|
(Commission
File Number)
|
(IRS
Employer
|
||
|
of
incorporation)
|
Identification
No.)
|
3711
South MoPac Expressway
Building
Two
Austin,
Texas 78746
(Address
of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (512)
682-9300
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.
On
January 4, 2011, the Compensation Committee (the “Committee”) of the Board of
Directors of SolarWinds, Inc. (the “Company”) approved changes effective April
1, 2011 to the base salary and target bonus for the Company’s principal
executive officer, principal financial officer and another named executive
officer as follows (all amounts are denominated in United States dollars except
for those of Douglas G. Hibberd which are denominated in Australian
dollars):
|
Officer
|
Title
|
Base Salary
|
Target Bonus
|
||||||
|
Kevin
B. Thompson
|
President
and Chief Executive Officer
|
350,000 | 400,000 | ||||||
|
Michael
J. Berry
|
Senior
Vice President and Chief Financial Officer
|
325,000 | 200,000 | ||||||
|
Douglas
G. Hibberd
|
Senior
Vice President, Engineering and General Manager,
Asia-Pacific
|
270,000 | 140,000 | ||||||
The
Committee also approved the below-listed annual grant of equity-based incentives
to the same executive officers pursuant to the Company’s 2008 Equity Incentive
Plan and its related forms of agreements, copies of which were previously filed
with the Securities and Exchange Commission.
|
Officer
|
Stock Options(1)
|
Restricted Stock Units(2)
|
||||||
|
Kevin B. Thompson
|
93,800 | 53,100 | ||||||
|
Michael J. Berry
|
24,000 | 13,600 | ||||||
|
Douglas G. Hibberd
|
23,500 | 13,300 | ||||||
__________
|
(1)
|
All
options granted have an exercise price equal to the closing price per
share of the Company’s common stock on the date of
grant. One-fourth of each stock option will vest on the first
anniversary of the date of grant, with the remainder vesting ratably over
the next 36 months, subject to continued service through each applicable
date.
|
|
(2)
|
Represents
the right to receive one share of the Company’s common stock per
restricted stock unit. One-fourth of the restricted stock units will vest
on the each of the first four anniversaries of the date of grant, subject
to continued service through each applicable
date.
|
SIGNATURE
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.
|
SOLARWINDS,
INC.
|
||
|
Date: January
6, 2011
|
By: /s/ Michael J.
Berry
|
|
|
Michael
J. Berry
Senior
Vice President and Chief Financial Officer
|