- Healthcare
- Social
- Retail
- Main
You are not logged in!
Do you want to login? It's free!
Who do you implu? Create a Free Account!
Attachment 1
|
OMB
APPROVAL
|
|
OMB
Number: 3235-0060
Expires:
June 30, 2009
Estimated
average burden
hours
per response 5.0
|
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):
|
June
29, 2009
|
|
AROTECH CORPORATION
|
|
(Exact
name of registrant as specified in its
charter)
|
|
Delaware
|
0-23336
|
95-4302784
|
||
|
(State
or other jurisdiction
|
(Commission
|
(IRS
Employer
|
||
|
of
incorporation)
|
File
Number)
|
Identification
No.)
|
|
1229 Oak Valley Drive, Ann Arbor,
Michigan
|
48108
|
|
|
(Address
of principal executive offices)
|
(Zip
Code)
|
|
Registrant’s
telephone number, including area code:
|
(800)
281-0356
|
|
|
|
(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 (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)
|
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
SEC 873
(02/08)
|
Potential
persons who are to respond to the collection of
information
contained in this form are not required to respond
unless
the form displays a currently valid OMB control number.
|
|
Item 5.02
|
Departure
of Directors or Certain Officers; Election of Directors; Appointment
of Certain Officers; Compensatory Arrangements of Certain
Officers.
|
On June
29, 2009, the Board of Directors of the Registrant, acting pursuant to the
powers vested in it by Sections 3.1 and 3.4 of the Registrant’s by-laws,
increased the size of the Registrant’s Board of Directors to eight, and elected
Arthur S. Leibowitz to fill the newly-created vacancy on the Board, to serve as
a Class III director until the next annual meeting of the stockholders of the
Registrant in 2010 and until his successor is duly elected and
qualified.
Mr.
Leibowitz, 56, is
an adjunct professor at Adelphi University School of Business where he
teaches courses in accounting to both graduate and undergraduate students.
Before joining Adelphi University, Mr. Leibowitz was an audit and business
assurance partner at PricewaterhouseCoopers LLP. During his twenty-seven years
at PwC, Mr. Leibowitz served in a national leadership role for PwC’s retail
industry group and was the portfolio audit partner for one of PwC’s leading
private equity firms. Mr. Leibowitz is a certified public accountant in New York
State and received a B.S. in accounting from Brooklyn College in New
York.
Mr.
Leibowitz will serve on the Registrant’s Audit Committee. The Registrant
believes that Mr. Leibowitz is an “independent director,” as that term is
defined in Rule 4200(a)(15) of the listing standards and Marketplace Rules of
the National Association of Securities Dealers and the SEC’s Rule 10A-3, that he
possesses the required level of financial literacy to serve on an audit
committee, and that he is qualified to serve, if so designated in the future, as
the Registrant’s “Audit Committee’s Financial Expert.”
Pursuant
to the terms of the Registrant’s 2007 Non-Employee Director Equity Compensation
Plan, upon becoming a member of the Board of Directors Mr. Leibowitz was
automatically granted a number of restricted shares of the Registrant’s stock
having a fair market value on the date of grant (determined without regard to
the restrictions applicable thereto) equal to twenty-five thousand dollars
($25,000), which, based on the closing price of the Registrant’s stock on June
29, 2009 ($1.67), came out to 14,970 shares, with the restrictions with respect
to such restricted shares lapsing as to one-third of such restricted shares on
each one-year anniversary of the date of grant.
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
1, 2009
|
AROTECH
CORPORATION
|
|||
|
(Registrant)
|
||||
|
/s/
Robert S. Ehrlich
|
||||
|
Name:
|
Robert
S. Ehrlich
|
|||
|
Title:
|
Chairman
and CEO
|
|||