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):   October 26, 2012

Keynote Systems, Inc.

(Exact Name of the Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

(650) 403-2400

(Registrant’s Telephone Number, Including Area Code)

(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):

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2)

o    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 Principal Officers; Election of Directors; Appointment of Principal Officers.

Effective October 26, 2012, Mark Jung, currently an operating partner at Khosla Ventures, was appointed to the Board of Directors (the “Board”) of Keynote Systems, Inc. (the “Company”).  Mr. Jung has been appointed to the Nominating and Governance Committee of the Board.  As previously noted in the Company’s Current Report on Form 8-K filed February 15, 2012, concurrent with Mr. Jung’s appointment, Deborah Rieman resigned from the Board.

As a non-employee director, Mr. Jung will receive the standard retainer for his service on the Board, as well as fees in connection with committee service.  Mr. Jung will also participate in the Company’s amended 1999 Equity Incentive Plan (the “Stock Plan”), which amendment was filed with the Securities and Exchange Commission (the “SEC”) as Annex A to the Company’s definitive proxy statement filed on February 10, 2012.  Mr. Jung will receive an initial grant of 15,000 restricted stock units under the Stock Plan on November 2, 2012.

In connection with his appointment, the Company and Mr. Jung will enter into the Company’s standard director indemnification agreement.

There are no transactions between Mr. Jung and the Company that would be required to be reported under Item 404(a) of Regulation S-K.

2

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 thereunto duly authorized.

3