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 Date of Report (Date of earliest event reported): February 12, 2002 ----------------- I-TRAX, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 0-30275 23-3057155 ------------------------ ----------- ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) One Logan Square 130 N. 18th St., Suite 2615 Philadelphia, PA 19103 ----------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (215) 557-7488 N/A ----------------------------------------------------- (Former name or former address, if changed since last report) Item 9. Regulation FD Disclosure. A press release issued by I-trax, Inc. on February 12, 2002 is attached hereto as Exhibit 99.1. Item 7. Exhibits. 99.1 Press Release, issued February 12, 2002. 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. I-TRAX, INC. Date: February 13, 2002 By: /s/Frank A. Martin ------------------------------ Name: Frank A. Martin Title: Chief Executive Officer - 2 -