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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 9, 2000
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Stamps.com Inc.
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(Exact name of registrant as specified in its charter)
Delaware 000-26427 77-0454966
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
3420 Ocean Park Boulevard, Suite 1040, Santa Monica, California 90405
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (310) 581-7200
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
On October 12, 2000, Stamps.com announced that John M. Payne had resigned
his position as Chairman of the Board of Directors and Chief Executive Officer
of Stamps.com. Mr. Payne will remain a member of the Board of Directors and will
serve as a special advisor to the Board on strategic matters. On October 9,
2000, Stamps.com announced that Loren Smith, who served as president and chief
operating officer, has returned to his primary role as a director on the
Stamps.com Board of Directors. Additionally, it was announced that Chief
Financial Officer John LaValle and Comptroller Candelario Andalon are leaving
the company to pursue other endeavors.
The Board of Directors charged its Executive Committee with the search for
an interim Chief Executive Officer and the exploration of strategic alternatives
for the Company and elected current director Marvin Runyon to serve as Chairman
of the Board as Mr. Payne's replacement. The Executive Committee now consists of
Jeffrey J. Brown, G. Bradford Jones, Mohan P. Ananda and Thomas N. Clancy.
Operations management will be provided by the company's established senior
executive team, led by Executive Vice President Stephen M. Teglovic, Senior Vice
President and General Manager Douglas J. Walner and Senior Vice President and
General Manager David N. Duckwitz. In addition, the Board of Directors appointed
Kenneth McBride to the position of acting Chief Financial Officer. Mr. McBride
had served as the Senior Director of Finance of Stamps.com since April 1, 1999.
Finally, Stamps.com announced that Thomas H. Bruggere resigned his position
as a director of Stamps.com effective September 29, 2000. Mr. Runyon will
replace Mr. Bruggere on the Board's Compensation Committee, joining Messrs.
Brown and Jones.
Attached as Exhibit 99.1 and Exhibit 99.2 to this report are press releases
issued on October 9, 2000 and October 12, 2000.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
99.1 Press Release issued by the Registrant on October 9, 2000.
99.2 Press Release issued by the Registrant on October 12, 2000.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
Stamps.com Inc.
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(Registrant)
October 13, 2000 /s/ Michael A. Zuercher
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Date (Signature)
Michael A. Zuercher,
Secretary
