Form 8-K

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 26, 2005

 

 

FTI CONSULTING, INC.

(Exact Name of Registrant as Specified in Charter)

 

 

Maryland   001-14875   52-1261113

(State or other jurisdiction

of incorporation)

   (Commission File Number)  

(IRS Employer

Identification No.)

 

900 Bestgate Road, Suite 100, Annapolis, Maryland 21401

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (410) 224-8770

 

Not Applicable

(Former name or former address, if changed since last report)

 

 

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:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

ITEM 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

 

On October 28, 2005, FTI Consulting, Inc. (“FTI”) issued a Press Release announcing that effective October 26, 2005, its Board of Directors increased the size of the Board from eight to nine directors, increased the number of Class I directors from two to three, and appointed Matthew F. McHugh, an independent director, to fill the resulting vacancy. A copy of the Press Release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is hereby incorporated herein by reference. Mr. McHugh’s term as a Class I director will continue until FTI’s annual meeting of stockholders in the Spring of 2006. As of the date of this Current Report on Form 8-K, Mr. McHugh is not a party to any transaction that is required to be reported pursuant to Item 404(a) of Regulation S-K promulgated under the Securities Act of 1933, as amended.

 

ITEM 9.01. Financial Statements and Exhibits

 

  (c) Exhibits.

 

  99.1     Press Release dated October 28, 2005, of FTI Consulting, Inc.

 

1

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, FTI has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

    FTI CONSULTING, INC.
Dated: October 31, 2005   By:  

/S/ THEODORE I. PINCUS

        Theodore I. Pincus
        Executive Vice President and
        Chief Financial Officer

 

2

EXHIBIT INDEX

 

Exhibit No.
  

Description

99.1   Press Release dated October 28, 2005, of FTI Consulting, Inc.