OPENROUTE NETWORKS INC
8-K, 1998-07-10
COMPUTER COMMUNICATIONS EQUIPMENT
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                       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): JULY 7, 1998
                                                             ------------

                            OPENROUTE NETWORKS, INC.
                            ------------------------
             (Exact name of registrant as specified in its charter)

MASSACHUSETTS                       000-19175                    04-2531856
- ---------------                    ------------              ------------------
(State or other                    (Commission               (IRS Employer
jurisdiction of                    File Number)              Identification No.)
incorporation)                                       

NINE TECHNOLOGY DRIVE, WESTBOROUGH, MASSACHUSETTS   01581
- ---------------------------------------------------------
(Address of principal executive offices)        Zip Code)


Registrant's telephone number, including area code: (508) 898-2800
                                                    --------------


                                 PROTEON, INC.
                                 -------------
         (Former name or former address, if changed since last report)
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ITEM 5.   OTHER EVENTS.

     On July 7, 1998 and July 8, 1998, the Registrant publicly disseminated
press releases announcing the appointment of Bryan R. Holley as the Registrant's
President and Chief Executive Officer to succeed Daniel J. Capone, Jr. Mr.
Holley has also been appointed to the Registrant's Board of Directors. The
information contained in the press releases is incorporated herein by reference
and the press releases are filed as Exhibits 99.1 and 99.2 hereto.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

(c)      Exhibits.

99.1     The Registrant's Press Release dated July 7, 1998.

99.2     The Registrant's Press Release dated July 8, 1998.

                                       2


<PAGE>   3


                                   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.

                                        OPENROUTE NETWORKS INC.
                                        -----------------------
                                        (Registrant)

Date: July 9, 1998                      /s/ Bryan R. Holley
                                        -------------------------------------
                                        Bryan R. Holley
                                        President and Chief Executive Officer


                                       3


<PAGE>   4


                                  EXHIBIT INDEX

Exhibit
Number                         Description
- --------                       -----------

99.1                           The Registrant's Press Release
                               dated July 7, 1998

99.2                           The Registrant's Press Release
                               dated July 8, 1998

                                       4


<PAGE>   1

                                                                    EXHIBIT 99.1




FOR IMMEDIATE RELEASE


JULY 7, 1998


CONTACT:  James Roller or Steve Shedd
          OpenROUTE Networks, Inc. 
          508/898-2800
          http://www.openroute.com
          ------------------------



OpenROUTE(R) NETWORKS, INC. NAMES NEW CHIEF EXECUTIVE OFFICER
- -------------------------------------------------------------


     WESTBOROUGH, MASSACHUSETTS -- OpenROUTE Networks, Inc. (NASDAQ:OPEN) today
announced the appointment of Bryan R. Holley as President and Chief Executive
Officer. He succeeds Daniel J. Capone, Jr. who is leaving the Company to pursue
other interests. Mr. Holley brings many years of experience in the
Internetworking and LAN Access markets having most recently served as President
and CEO of ITK Telecommunications, Inc., Chelmsford, MA. He also served as
Senior Vice President, Sales and Marketing for Summagraphics Corporation and
Vice President, Marketing and Sales for Telebit Corporation. Mr. Holley has held
senior management and marketing positions at Microcom, Inc., Interlan, Inc., and
Tandy Corporation.

     Mr. Capone has been an executive and a member of the Board of Directors of
the Company for many years. Mr. Howard C. Salwen, Chairman of the Board of
OpenROUTE Networks said, "We are grateful for Dan's contributions at OpenROUTE
Networks and we wish him well."

     OpenROUTE Networks, Inc., a leading provider of Internet Access products,
is "Simplifying the Business of Connecting." All products, feature OpenROUTE
router software, which is recognized by the industry as the best in its class.
OpenROUTE software is licensed by IBM, Digital, Ascend Communications, Motorola
and many leading vendors. Today, OpenROUTE software powers more than 200,000
routers worldwide. Products come standing with the Company's "ALLways Connected
Guarantee," can be installed in minutes, and are easily maintained and managed
from central network sites. For more information, contact OpenROUTE Networks,
Inc., Westborough, MA, at 800-545-7464 or on the World Wide Web at
http://www.openroute.com.



<PAGE>   1

                                                                    EXHIBIT 99.2

FOR IMMEDIATE RELEASE

JULY 8, 1998

CONTACT:  Jim Roller or Steve Shedd
          OpenROUTE Networks, Inc.
          508/898-2800
          http://www.openroute.com
          ------------------------

OpenROUTE(R) NETWORKS, INC. APPOINTS BRYAN HOLLEY TO BOARD OF DIRECTORS
- -----------------------------------------------------------------------

     WESTBOROUGH, MASSACHUSETTS - OpenRoute Networks, Inc. (NASDAQ:OPEN) today
announced the appointment of Bryan R. Holley to its Board of Directors. Holley
was appointed President and CEO of the Company yesterday and brings many years
of experience in the Internetworking and LAN Access markets having most recently
served as President and CEO of ITK Telecommunications, Inc., Chelmsford, MA. He
also served as Senior Vice President, Sales and Marketing for Summagraphics
Corporation and Vice President, Marketing and Sales for Telebit Corporation. Mr.
Holley has held senior management and marketing positions at Microcom, Inc.,
Interlan, Inc., and Tandy Corporation.

     Mr. Holley said of his new responsibilities "I am very happy to be joining
the team at OpenROUTE Networks and am enthusiastic about the Company's prospects
and positioning in this rapidly expanding marketplace. I look forward to leading
the Company into a period of growth."

     OpenROUTE Networks, Inc., a leading provider of Internet Access products,
is "Simplifying the Business of Connecting." All products, feature OpenROUTE
router software, which is recognized by the industry as the best in its class.
OpenROUTE software is licensed by IBM, Digital, Ascend Communications, Motorola
and many leading vendors. Today, OpenROUTE software powers more than 200,000
routers worldwide. Products come standard with the Company's "ALLways Connected
Guarantee," can be installed in minutes, and are easily maintained and managed
from central network sites. For more information, contact OpenROUTE Networks,
Inc., Westborough, MA, at 800-545-7464 or on the World Wide Web at
http://www.openroute.com.




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