UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): December 5, 2007

 

PROS Holdings, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

76-0168604

(State of incorporation or organization)

 

(I.R.S. Employer Identification No.)

 

 

 

3100 Main Street, Suite 900

 

 

Houston, TX, 77002

 

(713) 335-5151

(Address of principal executive offices)

 

(Registrant’s Telephone Number)

 

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:

 

o

 

Written communications pursuant to Rule 425 under the Securities Act (17CFR230.425)

 

 

 

o

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR240.14a-12)

 

 

 

o

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR240.14d-2(b))

 

 

 

o

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR240.13e-4(c))

 

 



 

Item 7.01. Regulation FD Disclosure.

 

The registrant hereby furnishes the information set forth in the press release issued on December 6, 2007, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

The information, including Exhibit 99.1, furnished in this report is not deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Registration statements or other documents filed with the Securities and Exchange Commission shall not incorporate this information by reference, except as otherwise expressly stated in such filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

99.1 

  

Press Release dated December 6, 2007.

 

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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.

 

 

PROS HOLDINGS, INC.

 

 

Date: December 6, 2007

 

 

 

 

/s/ Charles H. Murphy

 

 

Charles H. Murphy

 

Chief Financial Officer and Executive Vice President

 

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