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):
 
March 27, 2013

ValueClick, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

 
 
 
Delaware
000-30135
77-0495335
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation)
File Number)
Identification No.)
  
 
 
30699 Russell Ranch Road, Suite 250, Westlake Village, California
 
91362
________________________________
(Address of principal executive offices)
 
___________
(Zip Code)
 
 
 
Registrant's telephone number, including area code:
 
818-575-4500
Not Applicable
______________________________________________
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:
[  ]  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)

The company has announced that Mr. James R. Zarley will be retiring from his full time position as Executive Chairman of the Board effective March 31, 2013 and will be assuming the role of non-executive Chairman of the Board as of that date. Upon his retirement, Mr. Zarley will no longer receive a base salary or participate in an incentive compensation plan. Beginning April 1, 2013, Mr. Zarley will earn compensation commensurate with other Directors of the Company.




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.

 
 
 
 
 
 
 
ValueClick, Inc.
  
 
 
 
 
March 28, 2013
 
By:
 
/s/ John Pitstick
 
 
 
 
 
 
 
 
 
Name: John Pitstick
 
 
 
 
Title: Chief Financial Officer