HTE INC
10-Q/A, 1998-11-13
COMPUTER INTEGRATED SYSTEMS DESIGN
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<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                 FORM 10-Q/A-1



{X}     Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
        Exchange Act of 1934 
        FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1998

                                       OR

[ ]     Transition Report Pursuant to Section 13 or 15(d) of the Securities
        Exchange Act of 1934 
        For the transition period from ____________ to ______________

                          Commission File No: 0-22657

                                  H.T.E., INC.
             (Exact name of registrant as specified in its charter)

                FLORIDA                                  59-2133858
    (STATE OR OTHER JURISDICTION OF        (I.R.S. EMPLOYER IDENTIFICATION NO.)
    INCORPORATION OR ORGANIZATION)

                           1000 BUSINESS CENTER DRIVE
                            LAKE MARY, FLORIDA 32746
                                 (407) 304-3235

         (Address, including zip code, and telephone number, including
            area code, of Registrant's principal executive offices)


Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

                          Yes         X         No
                                   --------              -------

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

                  Class                        OUTSTANDING AS OF JULY 31, 1998
                  -----                        -------------------------------
             Common stock
         Par value $.01 per share                       16,876,254





<PAGE>   2


                         H.T.E., INC. AND SUBSIDIARIES

                                 JUNE 30, 1998


                          PART II - OTHER INFORMATION

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

(a)      On May 13, 1998, the Company held its annual meeting of shareholders
         ("Annual Meeting").

(b)      At the Annual Meeting, the shareholders elected Mr. Jack L. Harward and
         Mr. Raymond Ambrose as directors to hold office until the 2001 Annual
         Meeting or until their successors are duly elected and qualified. The
         other directors whose term of office continued after the meeting are
         Dennis J. Harward and Bernard B. Markey.

(c)      The matters voted on at the Annual Meeting and the number of votes
         cast for, against or withheld, as well as the number of abstentions
         and broker non-votes as to each such matter are as follows; the number
         of votes reported below does not give effect to the 2-for-1 stock
         split effective on June 18, 1998:

         1.       Election of Two Members to the Board of Directors:

                  Jack L. Harward     Votes For:                  5,667,263
                                                                --------------
                                      Votes Against:                      -
                                                                --------------
                                      Votes Withheld:                 6,864
                                                                --------------
                                      Abstentions:                        -
                                                                --------------
                                      Broker Non-Votes:                   -
                                                                --------------

                  Raymond Ambrose     Votes For:                  5,670,663
                                                                --------------
                                      Votes Against:                      -
                                                                --------------
                                      Votes Withheld:                 3,464
                                                                --------------
                                      Abstentions:                        -
                                                                --------------
                                      Broker Non-Votes:                   -
                                                                --------------

         2.       Ratification of 1997 Employee Stock Purchase Plan:

                  The shareholders ratified the Company's 1997 Employee Stock
                  Purchase Plan, designed to qualify as an employee stock
                  purchase plan under Section 423 of the Internal Revenue Code
                  of 1986, as amended (the "Plan"). 400,000 (post split) shares
                  of the Company's common stock are reserved for issuance under
                  the Plan and as of December 31, 1997, 40,120 (post split)
                  shares had been purchased under the Plan.

                                    Votes For:                     5,659,283
                                                              ---------------
                                    Votes Against:                     6,714
                                                              ---------------
                                    Votes Withheld:                       -
                                                              ---------------
                                    Abstentions:                       8,130
                                                              ---------------
                                    Broker Non-Votes:                     -
                                                              ---------------

                  There was no other business brought before the Annual
                  Meeting.


<PAGE>   3




                         H.T.E., INC. AND SUBSIDIARIES

                                   SIGNATURES


Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this amendment to report to be signed on its behalf
by the undersigned thereunto duly authorized.







                                         H.T.E., INC.

Date:  November 12, 1998

                                         /s/   DENNIS J. HARWARD
                                         -------------------------------------
                                         Dennis J. Harward
                                         CHAIRMAN OF THE BOARD OF DIRECTORS,
                                         PRESIDENT AND CHIEF EXECUTIVE OFFICER 
                                         AND DIRECTOR (PRINCIPAL EXECUTIVE 
                                         OFFICER)


                                        /s/   SUSAN D. FALOTICO
                                        --------------------------------------
                                        Susan D. Falotico
                                        VICE PRESIDENT, TREASURER AND
                                        CHIEF FINANCIAL OFFICER (PRINCIPAL
                                        FINANCIAL OFFICER)








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