Form 8-K/A





Washington, DC 20549


(Amendment No. 1)


Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)             April 2, 2018        


(Exact name of registrant as specified in its charter)


Delaware    1-11689    94-1499887

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)



181 Metro Drive, Suite 700

San Jose, California

    (Address of principal executive offices)         (Zip Code)

Registrant’s telephone number, including area code         408-535-1500            

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 (see General Instruction A.2. below):

☐    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 240.14a-12)

☐    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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405) or Rule 12b-2 of the Exchange Act (17 CFR 240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐





On April 2, 2018, Fair Isaac Corporation (the “Company”) filed a Current Report on Form 8-K (the “Original Form 8-K”) under Item 5.02 to report the election of Eva Manolis to the Company’s Board of Directors (the “Board”). At the time of the Original Form 8-K filing, the Board had not determined to which committees, if any, Ms. Manolis would be appointed. In accordance with instruction no. 2 of the Instructions to Item 5.02 of Form 8-K, the Company is filing this Current Report on Form 8-K/A to disclose the subsequent appointment of Ms. Manolis to a Board committee. No other changes have been made to the Original Form 8-K.


Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d)        On December 7, 2018, Ms. Manolis was appointed as a member of the Leadership Development and Compensation Committee of the Board of the Company.


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.


    By   /s/ Mark R. Scadina
      Mark R. Scadina
      Executive Vice President, General Counsel and Secretary
Date: December 10, 2018