UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) June 1, 2005
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Parametric Technology Corporation
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(Exact Name of Registrant as Specified in Its Charter)
Massachusetts
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(State or Other Jurisdiction of Incorporation)
0-18059 04-2866152
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(Commission File Number) (IRS Employer Identification No.)
140 Kendrick Street
Needham, Massachusetts 02494-2714
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(Address of Principal Executive Offices) (Zip Code)
(781) 370-5000
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(Registrant's Telephone Number, Including Area Code)
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(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 (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))
|X| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events
As disclosed in connection with Parametric Technology Corporation's earnings
release and in its Form 10-Q for the second quarter ended April 2, 2005, PTC was
evaluating whether to adopt Statement of Financial Accounting Standards No. 123
(revised 2004), Share-Based Payment (SFAS No. 123R), which requires companies to
expense costs related to share-based payments to employees, early in the fourth
quarter of fiscal 2005 as it had originally intended or, as permitted by then
recently announced SEC rules, to wait until the first quarter of fiscal 2006.
PTC has decided to adopt SFAS No. 123R in the fourth quarter of fiscal 2005 and
will begin to expense equity compensation in the fourth quarter of fiscal 2005,
which begins July 3, 2005.
Also, as previously announced, in connection with adoption of SFAS No. 123R, PTC
expects to undertake and complete the employee stock option exchange approved by
the stockholders at the 2005 Annual Meeting in the fourth quarter of fiscal
2005.
SIGNATURES
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.
Parametric Technology Corporation
Date: June 1, 2005 By: /s/Cornelius F. Moses, III
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Cornelius F. Moses, III
Executive Vice President and
Chief Financial Officer