UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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, 2006
ITT EDUCATIONAL SERVICES, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
1-13144 |
36-2061311 |
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(State or other |
(Commission |
(IRS Employer |
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jurisdiction of |
File Number) |
Identification No.) | ||||||
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incorporation) |
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13000 North Meridian Street |
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Carmel, Indiana |
46032-1404 | |
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (317) 706-9200
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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR | ||
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240.14d-2(b)) |
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o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
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240.13e-4(c)) |
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Item 5.02. |
Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers. |
(b) On January 9, 2006, Harris N. Miller resigned as a member of the Registrant’s Board of Directors in connection with his recent decision to pursue election to the U.S. Senate from the Commonwealth of Virginia. A copy of the resignation letter received from Mr. Miller is filed herewith as Exhibit 99.1. Mr. Miller also served on the Registrant's Audit Committee.
As provided by the Registrant's Restated Certificate of Incorporation, the remaining members of the Registrant's Board of Directors (seven persons) may, by majority vote, fill the vacancy. The Nominating and Corporate Governance Committee of the Registrant's Board of Directors will make a determination at a later date regarding whether and when the vacancy will be filled.
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Item 9.01 |
Financial Statements and Exhibits |
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(c) |
Exhibits: |
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Exhibit No. |
Description |
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99.1 |
Resignation letter from Harris N. Miller. |
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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.
Date: January 9, 2006
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ITT Educational Services, Inc. |
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By: |
/s/ Clark D. Elwood |
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Name: Clark D. Elwood |
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Title: Senior Vice President, | |||
General Counsel and Secretary
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INDEX TO EXHIBITS
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Exhibit No. |
Description |
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99.1 |
Resignation letter form Harris N. Miller. |
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