Attached files
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EX-10.1 - WORKSTREAM INC | fp0001187_10-1.htm |
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): December 4,
2009
WORKSTREAM
INC.
(Exact
Name of Registrant as Specified in Charter)
CANADA
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001-15503
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N/A
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File Number)
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(I.R.S.
Employer
Identification
No.)
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485 N.
KELLER ROAD, SUITE 500, MAITLAND, FL 32751
(Address
of Principal Executive Offices) (Zip Code)
(407)
475-5500
(Registrant's
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):
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))
Item 5.02.
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Departure
of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
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Effective
as of December 4, 2009, Workstream Inc. (the “Company”) entered into an
employment agreement with Jerome Kelliher, 38 years old, pursuant to which Mr.
Kelliher agreed to become the Chief Financial Officer of the Company beginning
on December 7, 2009. From August 1995 until joining the
Company, Mr. Kelliher served in various management positions domestically and
internationally with Ernst & Young LLP, culminating as a Managing Partner in
E&Y’s Moscow, Russia office.
Mr.
Kelliher's employment agreement has a one-year term that expires on December 4,
2010 and which automatically renews at the end of the initial or any renewal
term for an additional one-year term unless either party provides prior notice
of non-renewal. Mr. Kelliher will earn an annual base salary of not less than
U.S. $160,000 and will also be entitled to a bonus of up to U.S. $40,000 based
on the achievement of mutually agreed upon objectives. In addition, the Company
granted Mr. Kelliher an option to purchase 160,000 common shares of the Company
at an exercise price of U.S. $.30 per share, the closing price of the shares on
December 7, 2009, pursuant to the terms and conditions of the Company's 2002
Amended and Restated Stock Option Plan. Such options will vest in three equal
annual installments beginning on the first anniversary of the date of grant. In
addition, the Company granted Mr. Kelliher 50,000 Restricted Stock Units that
vest in three equal annual installments beginning on the first anniversary of
the date of grant.
If Mr.
Kelliher’s employment is terminated by the Company without “cause” or by Mr.
Kelliher for “good reason” (as such terms are defined in the employment
agreement), he will be entitled to a payment from the Company equal to (a) three
months’ salary if the employment is terminated during the first six months of
full time employment or (b) six months’ salary if the employment is terminated
after six months of full time employment.
In the
event of a “change of control” (as defined in the employment agreement) during
the term of the agreement, all unvested stock options and Restricted Stock Units
held by Mr. Kelliher will become immediately vested and exercisable in full. If
following a change of control Mr. Kelliher is terminated for any reason other
than “cause,” Mr. Kelliher will receive a payment equal to the greater of (a)
the amounts to which he is entitled as described in the preceding paragraph or
(b) the remaining salary for the term of the agreement.
Attached
as Exhibit 10.1 is a copy of Mr. Kelliher’s employment agreement with the
Company.
Item
9.01.
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Financial
Statements and Exhibits
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(d)
Exhibits
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10.1
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Employment
Agreement dated as of December 4, 2009 between Jerome Kelliher
and Workstream Inc.
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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.
WORKSTREAM
INC.
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Dated: December
10, 2009
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By:
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/s/ Michael
Mullarkey
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Name:
Michael Mullarkey
Title:
Chief Executive Officer
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