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 21, 2005 ------------------------------- AVOCENT CORPORATION -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 000-30575 91-2032368 -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Identification No.) Number) 4991 CORPORATE DRIVE HUNTSVILLE, AL 35805 -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (256) 430-4000 ----------------------------- n/a -------------------------------------------------------------------------------- (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: [ ] 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)) Item 5.02 Appointment of Principal Officer. On July 19, 2005, Avocent Corporation elected Douglas (Dusty) E. Pritchett as the Company's Executive Vice President of Global Marketing and Edward (Teddy) H. Blankenship as the Company's Senior Vice President of Finance, Chief Financial Officer, and Assistant Secretary. Avocent Corporation publicly disseminated a press release announcing the election of Messrs. Pritchett and Blankenship on July 21, 2005, and the information contained in that press release is incorporated herein by reference and filed as Exhibit 99.13 hereto. Mr. Pritchett's Amended and Restated Employment and Noncompetition Agreement with the Company dated October 10, 2003, which was filed with the SEC on March 14, 2005 as Exhibit 10.18 to the Company's 2004 Annual Report on Form 10-K, has not been amended, but Mr. Pritchett's title has changed and his annual base salary is now $256,000. Avocent is in the process of completing a comparable Employment and Noncompetition Agreement with Mr. Blankenship, and annual base salary is now $200,000. Item 9.01 Financial Statements and Exhibits. (c) Exhibits. Exhibit Number Description of Exhibit -------------- ---------------------- 99.13 Press Release Issued July 21, 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. AVOCENT CORPORATION Date: July 21, 2005 By: /s/ Samuel F. Saracino -------------------------------------------- Samuel F. Saracino Executive Vice President of Legal and Corporate Affairs, General Counsel, and Secretary EXHIBIT INDEX ------------- Exhibit Description ------- ----------- 99.13 Press Release Issued July 21, 2005