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 May 1, 2003
(Date of Earliest Event Reported)
VERINT SYSTEMS INC.
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(Exact name of registrant as specified in its charter)
Commission File No. 0-15502
Delaware 11-3200514
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(State of Incorporation) (I.R.S. Employer
Identification No.)
330 South Service Road, Melville, New York 11747
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(Address of principal Zip Code
executive offices)
Registrant's telephone number, including area code: (516) 962-9300
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Item 9. Regulation FD Disclosure.
The Annual Report on Form 10-K for the fiscal year ended
January 31, 2003, filed with the Securities and Exchange on May 1, 2003, by
Verint Systems Inc. was accompanied by certifications by each of the principal
executive officer, Dan Bodner, and principal financial officer, Igal Nissim, as
required pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.
A copy of each of the certifications is attached hereto as
an Exhibit (99.1 and 99.2).
In accordance with general instruction B.2 of Form 8-K, the
information in this report is furnished pursuant to Item 9 and shall not be
deemed to be "filed" for the purposes of Section 18 of the Securities Exchange
Act of 1934, or otherwise subject to the liability of that section.
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.
VERINT SYSTEMS INC.
By: /s/Igal Nissim
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Name: Igal Nissim
Title: Chief Financial Officer
Dated: May 1, 2003
3
EXHIBIT INDEX
Exhibit No. Description
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99.1 Certification of Chief Executive Officer pursuant to
18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
99.2 Certification of Chief Financial Officer pursuant to
18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
Exhibit 99.1
Certification Required by 18 U.S.C. Section 1350
(as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002)
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I, Dan Bodner, as Chief Executive Officer of Verint Systems Inc. (the
"Company"), certify, pursuant to 18 U.S.C. Section 1350 (as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002), that to my knowledge:
(1) the accompanying Annual Report on Form 10-K of the Company for the fiscal
year ended January 31, 2003 (the "Report"), filed with the U.S. Securities
and Exchange Commission, fully complies with the requirements of Section
13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
(2) the information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the Company.
Dated: April 30, 2003
/s/ Dan Bodner
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Dan Bodner
Chief Executive Officer
Exhibit 99.2
Certification Required by 18 U.S.C. Section 1350
(as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002)
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I, Igal Nissim, as Chief Financial Officer of Verint Systems Inc. (the
"Company"), certify, pursuant to 18 U.S.C. Section 1350 (as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002), that to my knowledge:
(1) the accompanying Annual Report on Form 10-K of the Company for the fiscal
year ended January 31, 2003 (the "Report"), filed with the U.S. Securities
and Exchange Commission, fully complies with the requirements of Section
13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
(2) the information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the Company.
Dated: April 30, 2003
/s/ Igal Nissim
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Igal Nissim
Chief Financial Officer