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| CIK | 1098277 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Websense Inc
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| February 13, 2014 |
WBSN / Websense Inc / AMERICAN CENTURY INVESTMENT MANAGEMENT INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 websenseinc13g-a1.htm SCHEDULE 13G/A United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* WEBSENSE, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 947684106 (CUSIP Number) DECEMBER 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de |
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| July 5, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 000-30093 WEBSENSE, INC. (Exact name of registrant as specified in its chart |
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| July 3, 2013 |
S-8 POS As filed with the Securities and Exchange Commission on July 2, 2013 Registration No. |
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| July 3, 2013 |
S-8 POS As filed with the Securities and Exchange Commission on July 2, 2013 Registration No. |
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| July 3, 2013 |
S-8 POS As filed with the Securities and Exchange Commission on July 2, 2013 Registration No. |
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| July 3, 2013 |
S-8 POS As filed with the Securities and Exchange Commission on July 2, 2013 Registration No. |
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| July 3, 2013 |
S-8 POS As filed with the Securities and Exchange Commission on July 2, 2013 Registration No. |
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| July 3, 2013 |
As filed with the Securities and Exchange Commission on July 2, 2013 Registration No. |
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| July 3, 2013 |
S-8 POS As filed with the Securities and Exchange Commission on July 2, 2013 Registration No. |
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| July 3, 2013 |
S-8 POS As filed with the Securities and Exchange Commission on July 2, 2013 Registration No. |
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| July 3, 2013 |
S-8 POS As filed with the Securities and Exchange Commission on July 2, 2013 Registration No. |
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| July 3, 2013 |
S-8 POS As filed with the Securities and Exchange Commission on July 2, 2013 Registration No. |
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| July 3, 2013 |
S-8 POS As filed with the Securities and Exchange Commission on July 2, 2013 Registration No. |
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| June 26, 2013 |
EX-99.1 Exhibit 99.1 Vista Equity Partners Announces Successful Completion of Cash Tender Offer for Shares of Websense, Inc. (San Diego, CA June 25, 2013) – Vista Equity Partners announced today the successful completion of the tender offer by Tomahawk Merger Sub, Inc., a wholly owned subsidiary of Tomahawk Acquisition, LLC and an affiliate of Vista Equity Partners, for all of the outstanding shar |
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| June 26, 2013 |
Vista Equity Partners Completes Acquisition of Websense EX-99.2 3 d560272dex992.htm EX-99.2 Exhibit 99.2 Vista Equity Partners Completes Acquisition of Websense SAN DIEGO—June 25, 2013— Vista Equity Partners today completed the acquisition of Websense, Inc. announced on May 20, 2013. “We are excited to have closed this transaction and look forward to taking Websense to the next level,” said Robert F. Smith, CEO and founder of Vista Equity Partners. “We |
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| June 26, 2013 |
Financial Statements and Exhibits, Other Events - FORM 8-K FORM 8-K 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): June 25, 2013 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware 000-30093 51-0380839 (State or other jurisdiction of incorporation) (Commission F |
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| June 25, 2013 |
8-K 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): June 25, 2013 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware 000-30093 51-0380839 (state or other jurisdiction of incorporation) (Commission File N |
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| June 25, 2013 |
EX-3.2 Exhibit 3.2 THIRD AMENDED AND RESTATED BYLAWS OF WEBSENSE, INC. A Delaware corporation (Adopted as of June 25, 2013) ARTICLE I OFFICES Section 1 Registered Office. The registered office of the corporation in the State of Delaware shall be located at 2711 Centerville Road, Suite 400, City of Wilmington, County of New Castle, Delaware 19808. The name of the corporation’s registered agent at s |
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| June 25, 2013 |
Exhibit (a)(10) Vista Equity Partners Announces Successful Completion of Cash Tender Offer for Shares of Websense, Inc. |
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| June 25, 2013 |
SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Amendment No. 8 WEBSENSE, INC. (Name of Subject Company (Issuer)) TOMAHAWK MERGER SUB, INC. TOMAHAWK ACQUISITION, LLC (Name of Filing Persons (Offerors)) VISTA EQUITY PARTNERS FUND IV, L.P. (Name of Filing Per |
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| June 25, 2013 |
FIFTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION WEBSENSE, INC. ARTICLE ONE EX-3.1 Exhibit 3.1 FIFTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF WEBSENSE, INC. ARTICLE ONE The name of the corporation is Websense, Inc. (the “Corporation”). ARTICLE TWO The address of the Corporation’s registered office in the State of Delaware is 2711 Centerville Road, Suite 400, in the City of Wilmington, County of New Castle, Delaware, 19808. The name of its registered agent at s |
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| June 20, 2013 |
Amendment No. 7 to SC TO-T UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Amendment No. 7 WEBSENSE, INC. (Name of Subject Company (Issuer)) TOMAHAWK MERGER SUB, INC. TOMAHAWK ACQUISITION, LLC (Name of Filing Persons (Offerors)) VISTA EQUITY PARTNERS FUND IV, L.P. (N |
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| June 18, 2013 |
- AMENDMENT NO. 5 TO SCHEDULE 14D-9 SC 14D9/A 1 d557932dsc14d9a.htm AMENDMENT NO. 5 TO SCHEDULE 14D-9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 5) WEBSENSE, INC. (Name of Subject Company) WEBSENSE, INC. (Name of Person Filing Statement) Common Stock, $0.01 par |
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| June 18, 2013 |
Amendment No. 6 to SC TO-T UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Amendment No. 6 WEBSENSE, INC. (Name of Subject Company (Issuer)) TOMAHAWK MERGER SUB, INC. TOMAHAWK ACQUISITION, LLC (Name of Filing Persons (Offerors)) VISTA EQUITY PARTNERS FUND IV, L.P. (N |
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| June 18, 2013 |
SUPERIOR COURT OF THE STATE OF CALIFORNIA COUNTY OF SAN DIEGO EX-99.A.5.F Exhibit (a)(5)(F) ROBBINS GELLER RUDMAN & DOWD LLP RANDALL J. BARON (150796) A. RICK ATWOOD, JR. (156529) DAVID T. WISSBROECKER (243867) EDWARD M. GERGOSIAN (105679) 655 West Broadway, Suite 1900 San Diego, CA 92101 Telephone: 619/231-1058 619/231-7423 (fax) Attorneys for Plaintiff [Additional counsel appear on signature page.] SUPERIOR COURT OF THE STATE OF CALIFORNIA COUNTY OF SAN DI |
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| June 17, 2013 |
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): June 12, 2013 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware (state or other jurisdiction of incorporation) 000-30093 (Commission File Number) 51-03808 |
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| June 17, 2013 |
Vista Equity Partners Announces Waiver of Financing Proceeds Condition EX-99.A.9 Exhibit (a)(9) Vista Equity Partners Announces Waiver of Financing Proceeds Condition (SAN DIEGO, CA AND AUSTIN, TX June 17, 2013)—Vista Equity Partners today announced that its affiliates, Tomahawk Acquisition, LLC (“Parent”) and Tomahawk Merger Sub, Inc. (“Purchaser”), waived the “Financing Proceeds Condition” described in the Offer to Purchase in connection with the previously announc |
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| June 17, 2013 |
- AMENDMENT NO. 5 TO SCHEDULE TO Amendment No. 5 to Schedule TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Amendment No. 5 WEBSENSE, INC. (Name of Subject Company (Issuer)) TOMAHAWK MERGER SUB, INC. TOMAHAWK ACQUISITION, LLC (Name of Filing Persons (Offerors)) VISTA EQUITY PARTNERS FUND IV, L.P |
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| June 17, 2013 |
- AMENDMENT NO. 4 TO FORM SC 14D-9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 4) WEBSENSE, INC. (Name of Subject Company) WEBSENSE, INC. (Name of Person Filing Statement) Common Stock, $0.01 par value per share (Title of Class of Securities) 947684106 (CUSIP Nu |
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| June 10, 2013 |
EX-99.A.5.E Exhibit (a)(5)(E) FARUQI & FARUQI, LLP David E. Bower SBN 119546 10866 Wilshire Boulevard, Suite 1470 Los Angeles, CA 90024 Telephone: 424-256-2884 Facsimile: 424-256-2885 Email: [email protected] Attorneys for Plaintiff Joel Krieger SUPERIOR COURT OF CALIFORNIA COUNTY OF SAN DIEGO JOEL KRIEGER, On Behalf of Himself and All Others Similarly Situated, Plaintiff, v. WEBSENSE, INC., JO |
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| June 10, 2013 |
- AMENDMENT NO. 4 TO SCHEDULE TO Amendment No. 4 to Schedule TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Amendment No. 4 WEBSENSE, INC. (Name of Subject Company (Issuer)) TOMAHAWK MERGER SUB, INC. TOMAHAWK ACQUISITION, LLC (Name of Filing Persons (Offerors)) VISTA EQUITY PARTNERS FUND IV, L.P |
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| June 10, 2013 |
- AMENDMENT NO. 3 TO FORM SC 14D-9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 3) WEBSENSE, INC. (Name of Subject Company) WEBSENSE, INC. (Name of Person Filing Statement) Common Stock, $0.01 par value per share (Title of Class of Securities) 947684106 (CUSIP Nu |
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| June 5, 2013 |
Form 8-K 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): June 3, 2013 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware 000-30093 51-0380839 (state or other jurisdiction of incorporation) (Commission Fi |
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| June 5, 2013 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 2) WEBSENSE, INC. (Name of Subject Company) WEBSENSE, INC. (Name of Person Filing Statement) Common Stock, $0.01 par value per share (Title of Class of Securities) 947684106 |
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| June 5, 2013 |
Form 8-K 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): June 3, 2013 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware 000-30093 51-0380839 (state or other jurisdiction of incorporation) (Commission Fi |
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| June 5, 2013 |
- AMENDMENT NO. 3 TO SCHEDULE TO Amendment No. 3 to Schedule TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Amendment No. 3 WEBSENSE, INC. (Name of Subject Company (Issuer)) TOMAHAWK MERGER SUB, INC. TOMAHAWK ACQUISITION, LLC (Name of Filing Persons (Offerors)) VISTA EQUITY PARTNERS FUND IV, L.P |
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| June 4, 2013 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defi |
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| June 3, 2013 |
EX-99.A.5.D Exhibit (a)(5)(d) IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE SHELLEY WILLNER, individually and on ) behalf of all others similarly situated, ) ) Plaintiff, ) Civil Action No. ) v. ) ) WEBSENSE, INC., JOHN B. CARRINGTON, ) CHARLES M. BOESENBERG, BRUCE T. ) COLEMAN, JOHN MCCORMACK, JOHN F. ) SCHAEFER, MARK S. ST.CLARE, GARY ) E. SUTTON, PETER C. WALLER, ) TOMAHAWK ACQUISITION, LLC |
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| June 3, 2013 |
EX-99.A.5.C Exhibit (a)(5)(c) ROBBINS GELLER RUDMAN & DOWD LLP RANDALL J. BARON (150796) A. RICK ATWOOD, JR. (156529) DAVID T. WISSBROECKER (243867) EDWARD M. GERGOSIAN (105679) 655 West Broadway, Suite 1900 San Diego, CA 92101 Telephone: 619/231-1058 619/231-7423 (fax) ELECTRONICALLY FILED Superior Court of California, County of San Diego 05/30/2013 at 03:27:52 PM Clerk of the Superior Court By L |
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| June 3, 2013 |
- AMENDMENT NO. 2 TO SCHEDULE TO Amendment No. 2 to Schedule TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Amendment No. 2 WEBSENSE, INC. (Name of Subject Company (Issuer)) TOMAHAWK MERGER SUB, INC. TOMAHAWK ACQUISITION, LLC (Name of Filing Persons (Offerors)) VISTA EQUITY PARTNERS FUND IV, L.P |
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| June 3, 2013 |
- AMENDMENT NO.1 TO SCHEDULE 14D-9 SC 14D9/A 1 d549517dsc14d9a.htm AMENDMENT NO.1 TO SCHEDULE 14D-9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 1) WEBSENSE, INC. (Name of Subject Company) WEBSENSE, INC. (Name of Person Filing Statement) Common Stock, $0.01 par v |
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| May 30, 2013 |
WBSN / Websense Inc / Vector Capital IV, L.P. - FORM SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* WEBSENSE, INC. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 947684106 (CUSIP Number) Vector Capital IV, L.P. Vector Capital Partners IV, L.P. Vector Entrepreneur Fund III, L.P. Vector Capital Partners III, L.P. V |
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| May 29, 2013 |
SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Amendment No. 1 WEBSENSE, INC. (Name of Subject Company (Issuer)) TOMAHAWK MERGER SUB, INC. TOMAHAWK ACQUISITION, LLC (Name of Filing Persons (Offerors)) VISTA EQUITY PARTNERS FUND IV, L.P. (Name of Filing Per |
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| May 29, 2013 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 WEBSENSE, INC. (Name of Subject Company) WEBSENSE, INC. (Name of Person Filing Statement) Common Stock, $0.01 par value per share (Title of Class of Securities) 947684106 (CUSIP Nu |
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| May 29, 2013 |
EX-99.A.5.B Exhibit (a)(5)(b) FARUQI & FARUQI, LLP David E. Bower SBN 119546 10866 Wilshire Boulevard, Suite 1470 Los Angeles, CA 90024 Telephone: 424-256-2884 Facsimile: 424-256-2885 Email: [email protected] Attorneys for Plaintiff SUPERIOR COURT OF CALIFORNIA COUNTY OF SAN DIEGO HILARY COYNE, On Behalf of Herself and All Others Similarly Situated, Case No. Plaintiff, CLASS ACTION COMPLAINT v. |
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| May 28, 2013 |
EX-99.(d)(3) Exhibit (d)(3) EXECUTION VERSION LIMITED GUARANTEE THIS LIMITED GUARANTEE, dated as of May 19, 2013 (this “Limited Guarantee”), is made by Vista Equity Partners Fund IV, L.P., a Delaware limited partnership (the “Guarantor”), in favor of Websense, Inc., a Delaware corporation (the “Company”). Reference is hereby made to that certain Agreement and Plan of Merger, dated on or about the |
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| May 28, 2013 |
EX-99.(a)(1)(A) Exhibit (a)(1)(A) Offer to Purchase for Cash All Outstanding Shares of Common Stock of WEBSENSE, INC. at $24.75 Net Per Share by TOMAHAWK MERGER SUB, INC., a wholly–owned subsidiary of TOMAHAWK ACQUISITION, LLC THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 9:00 AM, NEW YORK CITY TIME, ON TUESDAY, JUNE 25, 2012, UNLESS THE OFFER IS EXTENDED. The Offer (as defined below) is being ma |
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| May 28, 2013 |
Financial Statements and Exhibits, Other Events - 8-K 8-K 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): May 28, 2013 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware 000-30093 51-0380839 (state or other jurisdiction of incorporation) (Commission File Nu |
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| May 28, 2013 |
Schedule TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 WEBSENSE, INC. (Name of Subject Company (Issuer)) TOMAHAWK MERGER SUB, INC. TOMAHAWK ACQUISITION, LLC (Name of Filing Persons (Offerors)) VISTA EQUITY PARTNERS FUND IV, L.P. (Name of Filing Persons (Others)) |
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| May 28, 2013 |
EX-99.(a)(1)(B) Exhibit (a)(1)(B) LETTER OF TRANSMITTAL To Tender Shares of Common Stock of WEBSENSE, INC., a Delaware corporation at $24.75 NET PER SHARE Pursuant to the Offer to Purchase dated May 28, 2013 by TOMAHAWK MERGER SUB, INC., a Delaware corporation and a wholly-owned subsidiary of TOMAHAWK ACQUISITION, LLC, a Delaware limited liability company THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIR |
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| May 28, 2013 |
EX-99.(d)(2) Exhibit (d)(2) CONFIDENTIALITY AGREEMENT THIS CONFIDENTIALITY AGREEMENT (“Agreement”) is being entered into as of April 8, 2013 between Websense, Inc., a Delaware corporation (“Websense”) and Vista Equity Partners III, LLC (“Vista”). In order to facilitate the consideration and negotiation of a possible negotiated transaction involving Websense and Vista (referred to collectively as t |
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| May 28, 2013 |
JPMORGAN CHASE BANK, N.A. J.P. MORGAN SECURITIES LLC 383 Madison Avenue New York, New York 10179 EX-99.(b)(1) Exhibit (b)(1) EXECUTION VERSION JPMORGAN CHASE BANK, N.A. J.P. MORGAN SECURITIES LLC 383 Madison Avenue New York, New York 10179 ROYAL BANK OF CANADA Three World Financial Center 200 Vesey Street New York, New York 10281 GUGGENHEIM CORPORATE FUNDING, LLC 330 Madison Avenue New York, New York 10017 May 19, 2013 Tomahawk Acquisition, LLC c/o Vista Equity Partners, LLC 150 California St |
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| May 28, 2013 |
EX-99.1 Exhibit 99.1 Vista Equity Partners Commences Tender Offer for All Outstanding Shares of Websense, Inc. — Previously-Announced Offer Price of $24.75 Per Share in Cash — SAN DIEGO — May 28, 2013 — Websense, Inc. (NASDAQ: WBSN) (the “Company” or “Websense”) and Vista Equity Partners today announced that Tomahawk Merger Sub, Inc. has commenced the previously-announced tender offer for all of t |
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| May 28, 2013 |
EX-99.(a)(1)(C) Exhibit (a)(1)(C) NOTICE OF GUARANTEED DELIVERY For Tender of Shares of Common Stock of WEBSENSE, INC., a Delaware corporation at $24.75 NET PER SHARE Pursuant to the Offer to Purchase dated May 28, 2013 by TOMAHAWK MERGER SUB, INC., a Delaware corporation and a direct wholly-owned subsidiary of TOMAHAWK ACQUISITION, LLC, a Delaware limited liability company THE OFFER AND WITHDRAWA |
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| May 28, 2013 |
EX-99.(a)(1)(E) Exhibit (a)(1)(E) Offer To Purchase For Cash All Outstanding Shares of Common Stock of WEBSENSE, INC., a Delaware corporation at $24.75 NET PER SHARE Pursuant to the Offer to Purchase dated May 28, 2013 by TOMAHAWK MERGER SUB, INC., a Delaware corporation and a direct wholly-owned subsidiary of TOMAHAWK ACQUISITION, LLC, a Delaware limited liability company. THE OFFER AND WITHDRAWA |
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| May 28, 2013 |
Vista Equity Partners Fund IV, L.P. 401 Congress Avenue Suite 3100 Austin, TX 78701 May 19, 2013 EX-99.(d)(4) Exhibit (d)(4) EXECUTION VERSION Vista Equity Partners Fund IV, L.P. 401 Congress Avenue Suite 3100 Austin, TX 78701 May 19, 2013 Tomahawk Acquisition, LLC c/o Vista Equity Partners Fund IV, L.P. 401 Congress Avenue Suite 3100 Austin, TX 78701 Attention: Brian N. Sheth Ladies and Gentlemen: Reference is made to that certain Agreement and Plan of Merger (as the same may be amended, mod |
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| May 28, 2013 |
EX-99.(a)(1)(G) Exhibit (a)(1)(G) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below). The Offer (as defined below) is made solely by the Offer to Purchase (as defined below), dated May 28, 2013, and the related Letter of Transmittal (as defined below) and any amendments or supplements thereto. The Offer is not being made to (nor will |
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| May 28, 2013 |
EX-99.(a)(5)(A) Exhibit (a)(5)(A) FARUQI & FARUQI, LLP David E. Bower SBN 119546 10866 Wilshire Boulevard, Suite 1470 Los Angeles, CA 90024 Telephone: 424-256-2884 Facsimile: 424-256-2885 Email: [email protected] Attorneys for Plaintiff SUPERIOR COURT OF CALIFORNIA COUNTY OF SAN DIEGO JOEL KRIEGER, On Behalf of Himself and All Others Similarly Situated, Plaintiff, v. WEBSENSE, INC., JOHN MCCORM |
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| May 28, 2013 |
EX-99.1 Exhibit 99.1 Vista Equity Partners Commences Tender Offer for All Outstanding Shares of Websense, Inc. — Previously-Announced Offer Price of $24.75 Per Share in Cash — SAN DIEGO — May 28, 2013 — Websense, Inc. (NASDAQ: WBSN) (the “Company” or “Websense”) and Vista Equity Partners today announced that Tomahawk Merger Sub, Inc. has commenced the previously-announced tender offer for all of t |
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| May 28, 2013 |
EX-99.(a)(1)(D) Exhibit (a)(1)(D) Offer To Purchase For Cash All Outstanding Shares of Common Stock of WEBSENSE, INC., a Delaware corporation at $24.75 NET PER SHARE Pursuant to the Offer to Purchase dated May 28, 2013 by TOMAHAWK MERGER SUB, INC., a Delaware corporation and a direct wholly-owned subsidiary of TOMAHAWK ACQUISITION, LLC, a Delaware limited liability company. THE OFFER AND WITHDRAWA |
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| May 28, 2013 |
Exhibit (a)(8) Vista Equity Partners Commences Tender Offer for All Outstanding Shares of Websense, Inc. |
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| May 28, 2013 |
8-K 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): May 28, 2013 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware 000-30093 51-0380839 (state or other jurisdiction of incorporation) (Commission File Nu |
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| May 24, 2013 |
Websense Focuses on Continued Security Innovation with Acquisition EX 99.1 Exhibit 99.1 Websense Focuses on Continued Security Innovation with Acquisition John McCormack By now, many of you have seen this week’s announcement detailing the Websense agreement to be acquired by Vista Equity Partners and become a privately held company. I view this as a very positive development for our Websense customers, partners, shareholders, prospects and employees. Our top prio |
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| May 24, 2013 |
Websense Focuses on Continued Security Innovation with Acquisition EX 99.1 Exhibit 99.1 Websense Focuses on Continued Security Innovation with Acquisition John McCormack By now, many of you have seen this week’s announcement detailing the Websense agreement to be acquired by Vista Equity Partners and become a privately held company. I view this as a very positive development for our Websense customers, partners, shareholders, prospects and employees. Our top prio |
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| May 24, 2013 |
Financial Statements and Exhibits, Other Events - FORM 8-K Form 8-K 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): May 23, 2013 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware 000-30093 51-0380839 (state or other jurisdiction of incorporation) (Commission Fi |
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| May 24, 2013 |
SC14D9C 1 d544231dsc14d9c.htm SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 WEBSENSE, INC. (Name of Subject Company) WEBSENSE, INC. (Name of Person Filing Statement) Common Stock, $0.01 par value per share (Title of Class of Securities) |
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| May 24, 2013 |
DEFA14A 1 d544255d8k.htm FORM 8-K 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): May 23, 2013 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware 000-30093 51-0380839 (state or other jurisdiction of inco |
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| May 21, 2013 |
EX-2.1 Exhibit 2.1 EXECUTION COPY AGREEMENT AND PLAN OF MERGER among: WEBSENSE, INC., a Delaware corporation; TOMAHAWK ACQUISITION, LLC, a Delaware limited liability company; and TOMAHAWK MERGER SUB, INC., a Delaware corporation Dated as of May 19, 2013 -i- Table of Contents Page SECTION 1. THE OFFER 1 1.1 The Offer 2 1.2 Company Actions 5 1.3 Directors 6 1.4 Top-Up Option 7 SECTION 2. MERGER TRAN |
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| May 21, 2013 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K Form 8-K 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): May 19, 2013 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware 000-30093 51-0380839 (state or other jurisdiction of incorporation) (Commission Fi |
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| May 21, 2013 |
EX-2.1 Exhibit 2.1 EXECUTION COPY AGREEMENT AND PLAN OF MERGER among: WEBSENSE, INC., a Delaware corporation; TOMAHAWK ACQUISITION, LLC, a Delaware limited liability company; and TOMAHAWK MERGER SUB, INC., a Delaware corporation Dated as of May 19, 2013 -i- Table of Contents Page SECTION 1. THE OFFER 1 1.1 The Offer 2 1.2 Company Actions 5 1.3 Directors 6 1.4 Top-Up Option 7 SECTION 2. MERGER TRAN |
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| May 21, 2013 |
Form 8-K 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): May 19, 2013 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware 000-30093 51-0380839 (state or other jurisdiction of incorporation) (Commission Fi |
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| May 20, 2013 |
EX-99.1 2 d541337dex991.htm EX-99.1 Exhibit 99.1 Websense Signs Definitive Agreement to be Acquired by Vista Equity Partners Shareholders to receive $24.75 per share in cash in transaction valued at approximately $1 billion SAN DIEGO—May 20, 2013—Websense, Inc. (NASDAQ: WBSN) a global leader in protecting organizations from the latest cyber-attacks and data theft, today announced that it has enter |
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| May 20, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 WEBSENSE, INC. (Name of Subject Company) WEBSENSE, INC. (Name of Person Filing Statement) Common Stock, $0.01 par value per share (Title of Class of Securities) 947684106 (CUSIP Number of Class of S |
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| May 20, 2013 |
EX-99.1 Exhibit 99.1 Websense Signs Definitive Agreement to be Acquired by Vista Equity Partners Shareholders to receive $24.75 per share in cash in transaction valued at approximately $1 billion SAN DIEGO—May 20, 2013—Websense, Inc. (NASDAQ: WBSN) a global leader in protecting organizations from the latest cyber-attacks and data theft, today announced that it has entered into a definitive agreeme |
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| May 20, 2013 |
Financial Statements and Exhibits, Other Events 8-K 1 d541337d8k.htm FORM 8-K 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): May 19, 2013 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware 000-30093 51-0380839 (state or other jurisdiction of incorpor |
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| May 20, 2013 |
Exhibit 99.4 May 20, 2013 Dear Websense Customer As a valued customer, I wanted to inform you personally that today Websense entered into an agreement to be acquired by Vista Equity Partners and become a privately held company. The details of this announcement can be found in the enclosed press release. In addition, I would like to share my perspective and explain how this news will benefit you. V |
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| May 20, 2013 |
EX-99.4 Exhibit 99.4 May 20, 2013 Dear Websense Customer As a valued customer, I wanted to inform you personally that today Websense entered into an agreement to be acquired by Vista Equity Partners and become a privately held company. The details of this announcement can be found in the enclosed press release. In addition, I would like to share my perspective and explain how this news will benefi |
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| May 20, 2013 |
EX-99.3 Exhibit 99.3 May 20, 2013 Dear Websense Partner As a valued partner, I wanted to inform you personally that today Websense entered into an agreement to be acquired by Vista Equity Partners and become a privately held company. The details of this announcement can be found in the enclosed press release. In addition, I would like to share my perspective and explain how this news will benefit |
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| May 20, 2013 |
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): May 19, 2013 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware 000-30093 51-0380839 (state or other jurisdiction of incorporation) (Commission File Number |
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| May 20, 2013 |
EX-99.3 Exhibit 99.3 May 20, 2013 Dear Websense Partner As a valued partner, I wanted to inform you personally that today Websense entered into an agreement to be acquired by Vista Equity Partners and become a privately held company. The details of this announcement can be found in the enclosed press release. In addition, I would like to share my perspective and explain how this news will benefit |
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| May 20, 2013 |
Websense to be Acquired by Vista Equity Partners Employee Frequently Asked Questions Exhibit 99.2 Websense to be Acquired by Vista Equity Partners Employee Frequently Asked Questions 1. What did Websense announce today? Websense has entered into an agreement to be acquired by Vista Equity Partners and to take the company private for $24.75 per share, or approximately $1 billion. 2. Who is Vista Equity Partners? Vista is a leading Private Equity Investment firm, based in San Franci |
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| May 20, 2013 |
Websense to be Acquired by Vista Equity Partners Employee Frequently Asked Questions EX-99.2 3 d541337dex992.htm EX-99.2 Exhibit 99.2 Websense to be Acquired by Vista Equity Partners Employee Frequently Asked Questions 1. What did Websense announce today? Websense has entered into an agreement to be acquired by Vista Equity Partners and to take the company private for $24.75 per share, or approximately $1 billion. 2. Who is Vista Equity Partners? Vista is a leading Private Equity |
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| May 20, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 WEBSENSE, INC. (Name of Subject Company (Issuer)) TOMAHAWK MERGER SUB, INC. TOMAHAWK ACQUISITION, LLC (Name of Filing Persons (Offerors)) VISTA EQUITY PARTNERS FUND IV, L.P. (Names of Filing Persons (Othe |
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| May 3, 2013 |
WBSN 2013.3.31 10Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File N |
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| April 26, 2013 |
DEF 14A 1 wbsn201304-def14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant T Filed by a Party Other Than the Registrant ¨ Check the Appropriate Box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Ru |
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| April 25, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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): April 25, 2013 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware (state or other jurisdiction of incorporation) 000-30093 (Commission File Number) 51-0380 |
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| April 25, 2013 |
Websense Reports First Quarter 2013 Results Exhibit 99.1 INVESTOR CONTACT: Avelina Kauffman Websense, Inc. (858) 320-9364 [email protected] MEDIA CONTACT Patricia Hogan Websense, Inc. (858) 320-9393 [email protected] NEWS RELEASE Websense Reports First Quarter 2013 Results • Record first quarter billings of $81.8 million, up 1.5 percent year-over-year • TRITON solution billings of $54.7 million comprised 67 percent of total billings |
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| February 20, 2013 |
Exhibit 10.10 WEBSENSE, INC. 2000 EMPLOYEE STOCK PURCHASE PLAN As Amended by the Board July 22, 2009 As Amended by the Board January 25, 2011 As Amended and Restated by the Board January 22, 2013 As Approved by the stockholders , 2013 I. PURPOSE OF THE PLAN This Employee Stock Purchase Plan is intended to promote the interests of Websense, Inc., a Delaware corporation, by providing eligible employ |
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| February 20, 2013 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number 000-30093 Websense |
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| February 20, 2013 |
Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT* Legal Name of Subsidiary State or other Jurisdiction of Incorporation PortAuthority Technologies, Inc. Delaware SurfControl, Inc. California SurfControl Limited United Kingdom Websense Hosted R&D Limited United Kingdom Websense International Limited Ireland Websense International Technology Limited Ireland Websense SC Holdings Limited United Kingdom Web |
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| February 20, 2013 |
Exhibit 10.3 Websense, Inc. 10240 Sorrento Valley Road San Diego, CA 92121 USA tel +1.858.320.8000 fax +1.858.458.2950 www.websense.com October 19, 2012 Dear Mr. Dietz, We are pleased to offer you a position with Websense, Inc. This letter summarizes the offer's terms and conditions. This offer is contingent upon the successful completion of a background check. Websense agrees to employ you in the |
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| February 14, 2013 |
WBSN / Websense Inc / WELLINGTON MANAGEMENT GROUP LLP - DISCLOSURE DOCUMENT Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* Websense, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 947684106 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule |
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| February 14, 2013 |
WBSN / Websense Inc / PRIMECAP MANAGEMENT CO/CA/ - SC 13G/A Passive Investment SC 13G/A 1 a13-504940sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response. . . . . . . . 10.4 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Websense Inc. (Name of Issuer) Common (Title of Class of Securities) 947684106 (CUSIP N |
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| February 11, 2013 |
WBSN / Websense Inc / AMERICAN CENTURY INVESTMENT MANAGEMENT INC - SCHEDULE 13G Passive Investment SC 13G 1 websenseinc13g.htm SCHEDULE 13G United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* WEBSENSE, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 947684106 (CUSIP Number) DECEMBER 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| February 11, 2013 |
WBSN / Websense Inc / VANGUARD GROUP INC Passive Investment websenseinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: Websense Inc Title of Class of Securities: Common Stock CUSIP Number: 947684106 Date of Event Which Requires Filing of this Statement: December 31, 2012 Check the appropriate box to designat |
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| February 11, 2013 |
WBSN / Websense Inc / OSTERWEIS CAPITAL MANAGEMENT INC - SC 13G/A Passive Investment SC 13G/A 1 d479879dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6)* Websense, Inc. (Name of Issuer) Common (Title of Class Securities) 947684106 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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| January 29, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 wbsn2013018k-2012q4earnings.htm 8-K 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): January 29, 2013 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware (state or other jurisdiction of incorporation |
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| January 29, 2013 |
Websense Reports Fourth Quarter and Fiscal Year 2012 Results Exhibit 99.1 INVESTOR CONTACT: Avelina Kauffman Websense, Inc. (858) 320-9364 [email protected] MEDIA CONTACT Patricia Hogan Websense, Inc. (858) 320-9393 [email protected] NEWS RELEASE Websense Reports Fourth Quarter and Fiscal Year 2012 Results • Record fourth quarter billings of $122.0 million, up five percent year-over-year • Fourth quarter TRITON billings of $83.7 million, up 23 percen |
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| January 24, 2013 |
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): January 22, 2013 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware (state or other jurisdiction of incorporation) 000-30093 (Commission File Number) 51-03 |
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| January 24, 2013 |
Exhibit 10.1 2013 Management Bonus Program Bonus Calculation The Chief Executive Officer (“CEO”) of Websense, Inc. (the “Company”) will be eligible for a target bonus of 100% of his annual salary, non-sales executive vice presidents of the Company (the “EVPs”) will be eligible for target bonuses of 75% of their respective annual salaries, non-sales senior vice presidents of the Company who are als |
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| January 24, 2013 |
2013 EVP of Worldwide Sales Bonus Program Exhibit 10.2 2013 EVP of Worldwide Sales Bonus Program Bonus Calculation The Executive Vice President of Worldwide Sales (the “Participant”) will be eligible for a target bonus of 100% of the Participant's salary applicable for each fiscal quarter during 2013 (collectively, the “Bonus Awards”). The Bonus Awards shall be granted under Section 6(c)(ii) of the Company's 2009 Equity Incentive Plan (th |
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| January 14, 2013 |
[remainder of page intentionally left blank - signature page follows] Exhibit 10.1 Execution Copy Via Hand Delivery January 10, 2013 Vernon Gene Hodges Re: Retirement and Consulting Agreement Dear Gene: This letter sets forth our agreement (the “Agreement”) regarding your retirement from Websense, Inc. (the “Company”), and your associated provision of consulting services to the Company. This Agreement will become effective on the Effective Date specified in Section |
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| January 14, 2013 |
Accepted and agreed: Date: January 10, 2013 /s/ John R. McCormack John R. McCormack Exhibit 10.2 Via Hand Delivery Execution Copy January 10, 2013 Mr. John R. McCormack Dear John: We are delighted to offer to you a promotion to the position of Chief Executive Officer of Websense, Inc. (the “Company”) to be effective on January 13, 2013 (the “Effective Date”). Subject to review and approval by the Company's Board of Directors, the terms of our offer are summarized below: 1. Base S |
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| January 14, 2013 |
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): January 9, 2013 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware (state or other jurisdiction of incorporation) 000-30093 (Commission File Number) 51-038 |
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| January 14, 2013 |
EX-99.1 4 wbsn-ex991201301x8k.htm PRESS RELEASE Exhibit 99.1 Websense Names John McCormack as CEO; Announces Preliminary Fourth Quarter 2012 Financial Results Achieves Record Fourth Quarter Billings Performance Announces Retirement of CEO Gene Hodges Appoints Charles Boesenberg to Board of Directors Announces Russ Dietz as Chief Technology Officer SAN DIEGO—January 13, 2013— Websense, Inc. (NASDAQ |
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| December 21, 2012 |
8-K 1 d458048d8k.htm FORM 8-K 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): December 20, 2012 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware 000-30093 51-0380839 (State or other jurisdiction of inc |
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| November 29, 2012 |
Exhibit 10.1 NINTH AMENDMENT TO LEASE THIS NINTH AMENDMENT TO LEASE ("Ninth Amendment") is made and entered into as of the 28th day of November, 2012, by and between CREEKSIDE PROPERTY HOLDINGS, LLC, a Delaware limited liability company ("Landlord") and WEBSENSE, INC., a Delaware corporation ("Tenant"). R E C I T A L S: A.Legacy-RECP Sorrento OPCO, LLC, a Delaware limited liability company ("Origi |
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| November 29, 2012 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - 8-K 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): November 28, 2012 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-30093 (Commission File Number) 51-0 |
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| October 31, 2012 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number 000-30093 |
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| October 23, 2012 |
Websense Reports Third Quarter 2012 Results Exhibit 99.1 INVESTOR CONTACT: Avelina Kauffman Websense, Inc. (858) 320-9364 [email protected] MEDIA CONTACT Patricia Hogan Websense, Inc. (858) 320-9393 [email protected] NEWS RELEASE Websense Reports Third Quarter 2012 Results SAN DIEGO—October 23, 2012—Websense, Inc. (NASDAQ: WBSN) today announced financial results for the third quarter of 2012. “In the third quarter, we had double-digi |
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| October 23, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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): October 23, 2012 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-30093 (Commission File Number) 51-03 |
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| September 25, 2012 |
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): September 20, 2012 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-30093 (Commission File Number) 51- |
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| August 3, 2012 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number 000-30093 Webs |
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| August 3, 2012 |
2012 General Counsel Bonus Program Exhibit 10.2 2012 General Counsel Bonus Program Bonus Calculation The Vice President, General Counsel (the “Participant”) of Websense, Inc. (the “Company”) will be eligible for a target bonus of 30% of his annual salary (the “Bonus Award”). The Bonus Award shall be granted under Section 6(c)(ii) of the Company's 2009 Equity Incentive Plan (the “Plan”) and shall be subject to the terms and conditio |
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| August 3, 2012 |
Christian Waage Offer Letter Page 2 Exhibit 10.3 Websense, Inc. 10240 Sorrento Valley Road San Diego, CA 92121 USA tel +1.858.320.8000 fax +1.858.458.2950 www.websense.com June 12, 2012 Dear Mr. Waage, We are pleased to offer you a position with Websense, Inc. This letter summarizes the offer's terms and conditions. This offer is contingent upon the successful completion of a background check. Websense agrees to employ you in the po |
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| July 24, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K 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): July 24, 2012 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware 000-30093 51-0380839 (State or Other Jurisdiction of Incorporation) (Commission F |
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| July 24, 2012 |
Websense Reports Second Quarter 2012 Results Press Release Exhibit 99.1 INVESTOR CONTACT: MEDIA CONTACT: Avelina Kauffman Patricia Hogan Websense, Inc. Websense, Inc. (858) 320-9364 (858) 320-9393 [email protected] [email protected] N E W S R E L E A S E Websense Reports Second Quarter 2012 Results SAN DIEGO—July 24, 2012—Websense, Inc. (NASDAQ: WBSN) today announced financial results for the second quarter of 2012. “Sales of our Webs |
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| June 4, 2012 |
Submission of Matters to a Vote of Security Holders - FORM 8-K Form 8-K 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): May 31, 2012 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware 000-30093 51-0380839 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| May 4, 2012 |
10-Q 1 d324406d10q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Com |
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| April 24, 2012 |
Form 8-K 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): April 18, 2012 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware 000-30093 51-0380839 (State or Other Jurisdiction of Incorporation) (Commission |
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| April 24, 2012 |
2012 Management Bonus Program, as amended Exhibit 99.2 2012 Management Bonus Program Bonus Calculation The Chief Executive Officer (“CEO”) of Websense, Inc. (the “Company”) will be eligible for a target bonus of 100% of his annual salary, the President and the Chief Financial Officer of the Company (the “President” and the “CFO”, respectively) will be eligible for target bonuses of 75% of their re |
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| April 24, 2012 |
Websense Reports Record First Quarter Billings on Strong TRITON Performance Press Release Exhibit 99.1 INVESTOR CONTACT: MEDIA CONTACT: Kate Patterson Patricia Hogan Websense, Inc. Websense, Inc. (858) 320-8072 (858) 320-9393 [email protected] [email protected] N E W S R E L E A S E Websense Reports Record First Quarter Billings on Strong TRITON Performance • First quarter revenues of $89.5 million, up one percent year-over-year • First quarter billings of $80.6 m |
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| April 19, 2012 |
Definitive Proxy Statement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 23, 2012 |
Subsidiaries of the Registrant Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT* Legal Name of Subsidiary State or other Jurisdiction of Incorporation PortAuthority Technologies, Inc. Delaware SurfControl Limited United Kingdom Websense Hosted R&D Limited United Kingdom Websense International Limited Ireland Websense International Technology Limited Ireland Websense SC Holdings Limited United Kingdom W |
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| February 23, 2012 |
Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 14, 2012 |
WBSN / Websense Inc / WELLINGTON MANAGEMENT GROUP LLP - DISCLOSURE DOCUMENT Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Websense, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 947684106 (CUSIP Number) December 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule |
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| February 13, 2012 |
Schedule 13G Amendment No. 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)* Websense Inc. (Name of issuer) Common (Title of class of securities) 947684106 (CUSIP number) December 31, 2011 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant |
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| February 13, 2012 |
WBSN / Websense Inc / PRIMECAP MANAGEMENT CO/CA/ - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response: 10.4 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Websense Inc. (Name of Issuer) Common (Title of Class of Securities) 947684106 (CUSIP Number) December 31, 2011 (Date of Event Which Requires |
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| February 10, 2012 |
WBSN / Websense Inc / VANGUARD GROUP INC Passive Investment websenseinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.:1 )* Name of issuer: Websense Inc Title of Class of Securities: Common Stock CUSIP Number: 947684106 Date of Event Which Requires Filing of this Statement: December 31, 2011 Check the appropriate box to designate |
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| January 31, 2012 |
2012 EVP of Worldwide Sales Bonus Program 2012 EVP of Worldwide Sales Bonus Plan Exhibit 10.2 2012 EVP of Worldwide Sales Bonus Program Bonus Calculation The Executive Vice President of Worldwide Sales (the “Participant”) will be eligible for a target bonus of 100% of the Participant’s salary applicable for each fiscal quarter during 2012 (collectively, the “Bonus Awards”). The Bonus Awards shall be granted under Section 6(c)(ii) of the C |
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| January 31, 2012 |
Form 8-K 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): January 25, 2012 WEBSENSE, INC. (Exact name of registrant as specified in its charter) Delaware 000-30093 51-0380839 (State or other jurisdiction of incorporation) (Commissio |
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| January 31, 2012 |
Websense Reports Record Revenues for Fourth Quarter and Fiscal Year 2011 Press Release Exhibit 99.1 INVESTOR CONTACT: MEDIA CONTACT: Kate Patterson Patricia Hogan Websense, Inc. Websense, Inc. (858) 320-8072 (858) 320-9393 [email protected] [email protected] NEWS RELEASE Websense Reports Record Revenues for Fourth Quarter and Fiscal Year 2011 • Fourth quarter revenue of $92.7 million, up seven percent year-over-year • Fourth quarter billings of $116.0 million, |
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| January 31, 2012 |
2012 Management Bonus Plan Exhibit 10.1 2012 Management Bonus Program Bonus Calculation The Chief Executive Officer (“CEO”) of Websense, Inc. (the “Company”) will be eligible for a target bonus of 100% of his annual salary, the President of the Company (the “President”) will be eligible for a target bonus of 75% of his annual salary and the other non-sales executive officers of the Company (the “S |
