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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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) August 30, 1999
NETWORK COMPUTING DEVICES, INC.
(Exact name of registrant as specified in its charter)
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Delaware 0-20124 77-0177255
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(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation) Identification No.)
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350 North Bernardo Avenue
Mountain View, California 94043
(Address of principal executive offices) (Zip Code)
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Registrant's telephone number, including area code (650) 694-0650
(Former name or former address, if changed since last report)
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ITEM 5. OTHER MATTERS
Network Computing Devices, Inc. (the "Company") has promoted Rudolph
G.Morin as President and Chief Executive Officer. He succeeds Robert Gilbertson
as President who becomes the Chairman of the Board.
The Company also announced the hiring of Gregory Wood as Vice-President
of Finance and Chief Financial Officer simultaneously assuming the
responsibilities of Rudolf G. Morin.
The foregoing changes are discussed in greater detail in the Company's
press release, a copy of which is attached hereto as Exhibit 99.1.
ITEM 7. EXHIBITS
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Exhibit No. Description
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99.1 Press release dated August 30, 1999.
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SIGNATURES
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.
NETWORK COMPUTING DEVICES, INC.
Date: September __, 1999 By: /s/ Gregory Wood
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Gregory Wood
Vice-President of Finance and
Chief Financial Officer
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EXHIBIT INDEX
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Exhibit No. Description
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<S> <C>
99.1 Press release dated August 30, 1999.
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FOR IMMEDIATE RELEASE
Contact: Shirley Parnes Stuart Pearlman
NCD Phase Two Strategies
(650) 903-7461 (212) 530-7540
NCD PROMOTES RUDOLPH G. MORIN TO PRESIDENT & CEO;
ROBERT G. GILBERTSON BECOMES CHAIRMAN;
GREGORY S. WOOD JOINS AS CFO
MOUNTAIN VIEW, CA, August 30, 1999 - Network Computing Devices, Inc. (Nasdaq:
NCDI), the leader in thin client hardware and software, has promoted Rudolph G.
Morin to president and chief executive officer, effective today. Mr. Morin
succeeds Robert G. Gilbertson, who becomes chairman of the board.
Since joining NCD in mid-1996 as NCD's executive vice president of operations
and finance, and chief financial officer, Mr. Morin helped guide the company's
initial turnaround and its more-recent redirection to capitalize on its
leadership position in the emerging thin client field. Succeeding Mr. Morin as
CFO is Gregory S. Wood, who joined NCD after two years as CFO at Sutmyn Storage
Corp., a Santa Clara, CA, data storage company.
Mr. Morin commented on the new executive team alignment, as follows: "NCD has
benefited greatly from Bob Gilbertson's vision to place this company at the
cutting edge of thin client and related technologies. As a result -- and with
our innovative new NCD ThinPATH software driving growing sales of our NCD
ThinSTAR Windows-based terminals -- we are poised to benefit from emerging
trends. We are now seeing more and more corporate enterprises embrace these thin
client systems for their easy access and lower total cost of ownership. It is
also gratifying that NCD has attracted Greg Wood. He is a talented financial
manager with both public company and public accounting expertise."
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Concluding his remarks, Mr. Morin noted: "Bob is continuing to be involved,
concentrating on strategic issues, long-range planning and product
positioning. With his participation, and with the solid improvement we are
seeing from our revitalized sales, marketing and technological teams, it is
an exciting time. In fact, I believe that NCD is in the best position in some
time to meet customer needs and return our high-potential business to
consistent profitability."
Mr. Morin joined NCD in 1996 from Memorex Telex Corporation, where he was
senior vice president of finance and administration. Prior to that he had
teamed with Mr. Gilbertson at Data Switch Corporation, engineering a major
turnaround of that leading manufacturer of high-speed computer and
communication connectivity products. Mr. Morin's career includes two years as
president of Hipotronics, a publicly held high-voltage equipment company, as
well as more than 10 years with Thyssen-Bornemisza Inc., where he headed
corporate development and served as general manager of a number of the
company's subsidiaries. Mr. Morin holds MBAs from INSEAD and the Harvard
Business School.
In addition to NCD, Mr. Gilbertson serves on the boards of several successful
startups. Prior to joining NCD in mid-1996, he served as chief executive of
CMX Systems, Inc., Data Switch Corporation, ChannelNet Corporation and Data
Architects Systems, Inc. and chaired Avidia Systems. He co-founded Data
Architects Systems, Inc., ChannelNet, Avidia and most recently DSL.net.
Earlier in his career, he taught at the Harvard Graduate School of Business
and served in various management positions at IBM Corporation.
Mr. Wood had joined Sutmyn following seven years at Memorex Telex, most
recently as senior vice president of finance. His prior experience includes
serving as a principal in the San Francisco office of Ernst & Young. A 1980
graduate of the University of San Diego, Mr. Wood is a CPA and also holds a
J.D. degree from the University of San Francisco School of Law.
ABOUT NCD: Founded in 1988, Network Computing Devices, Inc., is the leading
provider of thin client hardware and software that delivers simultaneous,
high-performance, easy-to-manage, simple access to any application from thin
client, UNIX and PC desktops. NCD's products include the NCD ThinSTAR
Windows-based Terminals and NCD Business Network Computer family of thin
clients; NCD ThinPATH software to extend the functionality reach of NCD
ThinSTAR Windows-based Terminals and for implementing thin client computing
to a variety of enterprise desktops; NCD WinCenter multi-user Windows
NT-based server software and NCD PC-Xware software that delivers PC access to
UNIX. About 1 million NCD thin clients are installed with over 3 billion
hours of operation. The company can be reached on the Internet at www.ncd.com.
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THIS PRESS RELEASE INCLUDES FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF
SECTION 27A OF THE SECURITIES ACT OF 1933, AS AMENDED, AND SECTION 21E OF THE
SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. THESE STATEMENTS INCLUDE, BUT ARE
NOT LIMITED TO, STATEMENTS REGARDING NCD'S PRODUCT OFFERINGS, MARKET POSITION
AND CUSTOMER BASE, AND GROWTH IN DEMAND FOR THIN CLIENT AND OTHER PRODUCTS. NO
ASSURANCES CAN BE GIVEN AS TO THE EFFECT OF THE ACQUISITION ON NCD'S BUSINESS,
RESULTS OF OPERATIONS AND FINANCIAL CONDITION. THESE STATEMENTS INVOLVE RISKS
AND UNCERTAINTY, AND ACTUAL RESULTS COULD DIFFER MATERIALLY FROM THOSE DISCUSSED
IN THE FORWARD-LOOKING STATEMENTS. ALTHOUGH THE COMPANY BELIEVES ITS
EXPECTATIONS REFLECTED IN SUCH FORWARD-LOOKING STATEMENTS ARE BASED ON
REASONABLE ASSUMPTIONS, NO ASSURANCES CAN BE GIVEN THAT SUCH EXPECTATIONS WILL
PROVE CORRECT. FURTHER INFORMATION ON FACTORS THAT COULD CAUSE ACTUAL RESULTS TO
DIFFER FROM THOSE ANTICIPATED IS INCLUDED IN FILINGS MADE BY THE COMPANY FROM
TIME TO TIME WITH THE SECURITIES AND EXCHANGE COMMISSION, INCLUDING BUT NOT
LIMITED TO, THE FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 1998.
