================================================================================ 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 19, 2001 EB2B COMMERCE, INC. (Exact Name of Registrant as Specified in Charter) New Jersey 0-10039 22-2267658 (State or Other Jurisdiction of (Commission (I.R.S. Employer Incorporation) File Number) Identification Number) 757 Third Avenue, New York, New York 10017 (Address of Registrant's Principal Executive Offices) (Zip Code) (212) 703-2000 (Registrant's telephone number, including area code) Not applicable (Former name or former address, if changed since last report) -------------------------------------- Item 5. Other Events On July 19, 2001, eB2B Commerce, Inc. (the "Company") announced that Richard S. Cohan was named Chief Executive Officer of the Company. Mr. Cohan replaces Alan Andrieni, who has resigned from the Compahy as Chief Executive Officer and a member of the Board of Directors. The Company also announced that Mark Reichenbaum and Bruce J. Haber were elected to the Board of Directors. For more information, reference is made to the press release of the Company, dated July 19, 2001, a copy of which is attached hereto as Exhibit 99 and incorporated herein by reference. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. Exhibits: 99. Press release, dated July 19, 2001. 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. Dated: July 23, 2001 eB2B Commerce, Inc. By: /s/ Peter J. Fiorillo --------------------------------- Name: Peter J. Fiorillo, Esq. Title: Chairman & Chief Financial Officer