Globalscape Inc - Current report filing (8-K)
06 Octobre 2008 - 7:58PM
Edgar (US Regulatory)
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
October 6, 2008
Date of Report (Date of earliest event reported)
GlobalSCAPE, Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of
incorporation)
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001-33601
(Commission
File Number)
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74-2785449
(IRS Employer
Identification No.)
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4500 Lockhill-Selma Road, Suite 150
San Antonio, Texas 78249
(210) 308-8267
(Address of principal executive offices and Registrants telephone
number, including area code)
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):
¨
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 Departure of Directors or Principal Officers;
Election of Directors; Appointment of Principal Officers
(c)
On October 6,
2008, GlobalSCAPE, Inc. (the Company) announced that Craig A. Robinson
had been elected as Chief Operating Officer of the Company, effective
immediately.
During
a career of more than 20 years, Mr. Robinson, age 44, has held executive
positions for leading companies including Symantec where he sequentially served
in several leadership roles, including VP, Managed Security Services; VP,
Solution Delivery; and VP, Worldwide Product Marketing from 2001 to 2004. In
addition, he has held senior leadership positions at AXENT Technologies (VP,
Operations for consulting subsidiary SNCi) from 1998 to 1999, META Security
Group (COO and CTO) from 1999 to 2001, Trident Data Systems (Commercial
President and CIO) from 1994 to 1998, and most recently, Synteras (General
Manager) since March 2007. Mr. Robinson
holds undergraduate and graduate degrees in engineering, both from Stanford
University.
(e)
The Board of Directors has also voted to grant
options to purchase 300,000 shares of the Companys common stock to Mr. Robinson
at an exercise price equal to the closing price of the Companys common stock
on the AMEX on the date of grant, which will be October 6, 2008, pursuant
to the Companys 2000 Employee Long-Term Equity Incentive Plan. The options vest 33% on each of the first and
second anniversary of the date of grant and 34% on the third anniversary of the
date of grant. Notwithstanding the foregoing, the options become fully vested and
exercisable upon certain change in control events. The options expire on the day before the 10th
anniversary of the date of grant. Mr. Robinson
may exercise the options by giving written notice to the Company and paying the
purchase price prescribed for the shares to be acquired pursuant to the
exercise. Payment of the purchase price
for any shares purchased pursuant to the options must be made in accordance
with the provisions of the 2000 Employee Long-Term Equity Incentive Plan. The options may not be transferred except (i) by
will or the laws of descent and distribution or (ii) pursuant to the terms
of a qualified domestic relations order, and, during Mr. Robinsons
lifetime, may be exercised only by Mr. Robinson or his legally authorized
representative.
The
Board also set Mr. Robinsons annual salary at $180,000.00 annually and
established a bonus plan for Mr. Robinson under which Mr. Robinson is
eligible for an annual bonus of up to 50% of his base salary which is tied to
specific objectives defined by the Company. Mr. Robinson will also receive
a one-time cash bonus of $30,000 on October 6, 2008.
Item 9.01
Financial Statements and Exhibits
.
(d)
Exhibit
10.1
Employment Agreement by and between GlobalSCAPE, Inc.
and Craig A. Robinson.
99.1
Press Release dated October 6,
2008
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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.
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GLOBALSCAPE,
INC.
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By:
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/s/
Mendy Marsh
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Mendy
Marsh, Chief Financial Officer and
Treasurer
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Dated:
October 6, 2008
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