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): September 9, 1999
Netegrity, Inc.
(Exact name of registrant as specified in charter)
Delaware 1-10139 04-2911320
(jurisdiction of (State or other Commission (IRS Employer
incorporation) File Number) Identification No.)
245 Winter Street, Waltham, MA
(Address of principal executive offices)
02451
(Zip Code)
Registrant's telephone number, including area code: (781) 890-1700
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ITEM 5. ACQUISITION OR DISPOSITION OF ASSETS
On September 9, 1999, we completed a private placement of 534,242
shares of common stock to five investors at a purchase price of $20.59 per
share. We received net proceeds of approximately $10.3 million from the private
placement, after deducting the placement agent's fee and our estimated expenses.
We are obligated to file with the Securities and Exchange Commission, by no
later than September 20, 1999, a Registration Statement on Form S-3 registering
the 534,242 shares for resale. The purchasers of 242,836 of those shares have
agreed that they will not, during the period ending 90 days after the completion
of a public offering of the Company's securities, sell or otherwise dispose of
those shares without the consent of the underwriter of such pubic offering.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
NETEGRITY, INC.
Dated: September 17, 1999
By: /s/Barry N. Bycoff
Barry N. Bycoff
President
