SECURITIES AND EXCHANGE COMMISSION
Delaware |
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54-1345899 | ||
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ITEM 5.02(a) | DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS |
On November 9, 2007, Peter A. Derow, who has served on the Board of Directors of CACI International Inc since 2000 and is a nominee for election at the forthcoming Annual Meeting of Stockholders, informed CACI that if elected to the Board, he would resign from the Board effective immediately following the Annual Meeting, on November 14, 2007. Mr. Derow currently serves as a member of the audit committee and compensation committee, and is chairman of the investor relations committee.
CACI understands that Mr. Derow has disagreed, on governance grounds, with the fact that it is expected that a member of management, Dr. J.P. London, CACI's Executive Chairman, will become chairman of the investor relations committee following the Annual Meeting. Neither CACI's investor relations committee charter, by-laws, corporate governance policies or practices nor, to CACI's knowledge, any law, regulation, or New York Stock Exchange listing requirement precludes any director from serving in the capacity of chairman of the investor relations committee. CACI believes that the selection of the investor relations committee chairman is within the discretion of the Board of Directors, acting in the best interests of the company and its stockholders.
Mr. Derow provided a letter to CACI discussing his resignation, which letter is filed as an exhibit to this report on Form 8-K.
ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS |
(d) | Exhibit |
Exhibit 99 | Resignation of Peter A. Derow from CACI's Board of Directors. |
CACI
International Inc |
Registrant |
By: |
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/s/ Arnold D. Morse | |
Arnold D. Morse Senior Vice President, Chief Legal Officer and Secretary |