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
November
3, 2005
Date
of
Report (Date of earliest event reported)
Huron
Consulting Group Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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000-50976
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01-0666114
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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Of
incorporation)
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File
Number)
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Identification
Number)
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550
West Van Buren Street
Chicago,
Illinois
60607
(Address
of principal executive offices)
(Zip
Code)
(312)
583-8700
(Registrant’s
telephone number, including area code)
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
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o
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Written
communications pursuant to Rule 425 under the Securities Act
(17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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|
o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR
240.13e-4(c))
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Item
5.02.
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Departure
of Directors or Principal Officers; Election of Directors; Appointment
of
Principal Officers.
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On
November 8, 2005, we announced two changes to our board of directors. Ms.
Deborah Bricker resigned from our board of directors effective November 8,
2005
for health reasons.
On
that
same date, the board of directors elected Mr. John Moody as a new director
to
fill the vacancy created by Ms. Bricker’s departure as a Class II director. Mr.
Moody’s term will end at the annual meeting of shareholders in 2006, at which
time we expect him to stand for reelection. Mr. Moody has been appointed to
both
the Compensation Committee and the Nominating and Corporate Governance Committee
of the board of directors. We currently expect that the Compensation Committee
will elect him as its chairman to replace Ms. Bricker.
Mr.
Moody
will receive a grant under our 2004 Omnibus Stock Plan of 15,000 shares of
our
common stock on December 1, 2005. In addition, he will receive an annual grant
of 5,700 shares of restricted stock beginning with our annual meeting of
shareholders in 2006. As an independent director, Mr. Moody will receive $40,000
per year and $1,000 for each meeting of the board of directors or any committee
of the board that he attends. If he is elected as chairman of the Compensation
Committee, he will receive a fee of $7,500 for serving as committee
chair.
In addition, he will be reimbursed for out-of-pocket expenses for attending
board and committee meetings.
A
copy of
the press release announcing these changes is filed as an exhibit to this Form
8-K and is incorporated herein by reference in its entirety.
Item
9.01. Financial
Statements and Exhibits.
(d) Exhibits
99.1
Press
Release announcing the board of director changes dated November 8,
2005.
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1
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SIGNATURE
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.
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Huron
Consulting Group Inc.
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(Registrant)
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Date:
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November
9, 2005
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/s/
Gary L. Burge
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Gary
L. Burge
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Vice
President,
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Chief
Financial Officer and Treasurer
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2
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EXHIBIT
99.1
FOR IMMEDIATE RELEASE
November
8,
2005
Huron
Consulting Group Appoints John Moody to Board of
Directors
CHICAGO
- November
8, 2005 - Huron Consulting Group Inc. (NASDAQ: HURN), a leading provider of
financial and operational consulting services, today announced the appointment
of John S. Moody to the Company’s Board of Directors.
“We
are very
pleased to welcome John to the Board of Directors,” said Gary E. Holdren,
chairman and chief executive officer of Huron Consulting Group. “He brings
extensive experience in management, finance and asset management, and will
be an
active and involved member of the board.”
Moody,
56, is a
private real estate investor who until recently was the president and chief
executive officer of HRO Asset Management, LLC, a real estate advisor to
HausInvest, a subsidiary of Commerzbank AG. HRO provides acquisition,
disposition and asset management services to HausInvest. He is currently serving
as a director on the Board of Directors of CRIIMI MAE, Inc. Moody has also
served as the president of the Real Estate Division at Marsh & McLennan
Companies, Inc., president and chief executive officer of Cornerstone
Properties, Inc., and as president and chief executive officer of Deutsche
Bank
Realty Advisors.
Moody
was elected
by the Board today to fill the unexpired term of Deborah A. Bricker, who
resigned due to health reasons. The Board accepted Bricker’s resignation and
thanked her for her significant contribution to Huron in its first year as
a
public company.
About
Huron
Consulting Group Inc.
Huron
Consulting
Group Inc. is the parent company of Huron Consulting Services LLC.
Huron helps clients effectively address complex challenges
that arise from litigation, disputes, investigations, regulation, financial
distress, and other sources of significant conflict or change. We also help
clients improve the overall efficiency and effectiveness of their operations,
reduce costs, manage regulatory compliance, and maximize procurement efficiency.
Huron provides services to a wide variety of both financially sound and
distressed organizations, including Fortune 500 companies, medium-sized
businesses, leading academic institutions, healthcare organizations, and the
law
firms that represent these various organizations. Learn more at
www.huronconsultinggroup.com.
Media
Contact:
Jennifer
Frost
Hennagir
312-880-3260
jfrost-hennagir@huronconsultinggroup.com
Investor
Contact:
Gary
L. Burge,
Chief Financial Officer
312-583-8722
garyburge@huronconsultinggroup.com
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