<PAGE>
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): November 25, 1996
-----------------
Whittman-Hart, Inc.
-------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
Delaware 0-38344 36-3797833
---------------------------- ----------- --------------------
(State or Other Jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.
311 South Wacker Drive, Suite 3500, Chicago, Illinois 60606
----------------------------------------------------- ------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (312) 922-9200
---------------
<PAGE>
ITEM 5. OTHER EVENTS.
On November 25, 1996, the Registrant issued the press release attached as
Exhibit 99.1. The information contained in this press release is incorporated
herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
99.1 News Release of Registrant dated November 25, 1996
2
<PAGE>
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.
Whittman-Hart, Inc.
Dated: December 2, 1996 By: /s/ Robert F. Bernard
-----------------------------------
Robert F. Bernard
Chairman of the Board and Chief
Executive Officer
3
<PAGE>
EXHIBIT INDEX
Exhibit # Item Sequentially Numbered Pages
-------------- ------------- -----------------------------
99.1 Press Release 5
4
<PAGE>
Exhibit 99.1
FOR IMMEDIATE RELEASE
Contact:
Kevin Gaskey
Chief Financial Officer
(312) 913-3003
Dean Dranias
Dresner Corporate Services
(312) 726-3200
WHITTMAN-HART, INC. DECLARES STOCK DIVIDEND
Chicago, IL November 25, 1996 -- Whittman-Hart, Inc. (NASDAQ: WHIT) today
declared a 2-for-1 stock split to be effected in the form of a 100% stock
dividend. The announcement of the stock split followed a special shareholders
meeting at which the Company's authorized Common Stock was increased from
15,000,000 to 37,000,000 shares. The Company previously had announced an
intention to declare the stock split, subject to shareholder approval of the
increase in the number of authorized shares of Common Stock.
The stock dividend will be payable December 10, 1996, to all holders of record
as of December 3, 1996.
Headquartered in Chicago, Illinois, Whittman-Hart provides strategic information
technology consulting and system integration services that are designed to
improve client productivity and competitive position. Founded in 1984, the
company is a single source provider for a comprehensive range of services
required to successfully design, develop and implement integrated computer
systems projects in diverse computing environments. In addition to Chicago, the
company has offices in Cincinnati, Ohio; Dallas, Texas; Denver, Colorado;
Indianapolis, Indiana; and Milwaukee, Wisconsin. The company recently announced
the opening of a Cleveland office in December 1996 and an Atlanta office
scheduled for early 1997.
5
