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): September 24,
2010
CLEANTECH
TRANSIT, INC.
(Exact
Name of Registrant as Specified in its Charter)
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Nevada
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333-139797
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98-0505768
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(State
or Other
Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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21020
North Pima Road, Scottsdale, Arizona 85255
(Address
of Principal Executive Office) (Zip Code)
Registrant's
telephone number, including area code: (888)
870-4823
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))
SECTION
5 – CORPORATE GOVERNANCE AND MANAGEMENT
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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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(b) Resignation
of Officer and Director
On
September 22, 2010, Mr. David Oldridge resigned as Director, and Mr. Gordon
Brooke resigned as Chief Financial Officer, Treasurer and Secretary of Cleantech
Transit, Inc. (the “Company”).
(c) Appointment
of Officer
On
September 22, 2010, the Board of Directors of the Company (the “Board”)
appointed Mr. Roger Nelsen as interim Chief Financial Officer and
Secretary of the Company to fill the vacancy created by the
resignation of Mr. Brooke. Mr. Nelsen currently serves as the Company’s Chief
Executive Officer and President, and is a member of the Board.
Since
January 2010, Mr. Nelsen has served as Secretary and Director of UV Flu
Technologies, Inc. From 1996 to 2010 he served as Senior Vice
President at Eco-Rx, Inc., a company specializing in the air purification
industry. Prior to that, he was the principle of Nelsen &
Associates, an independent health care sales and consulting
organization. From 1980 to 1991 he held senior positions with medical
equipment manufacturers Retec, USA and Everest & Jennings. His
highly successful career in the sector began in 1973 with a lengthy period at
several divisions of Johnson & Johnson. Mr. Nelsen was educated
at the University of Connecticut, with a B.S. in Business Administration
received in 1969.
There
have been no related party transactions between Mr. Nelsen and the
Company. Mr. Nelsen has no family relationships with any director or
executive officer of the Company, or persons nominated or chosen by the Company
to become directors or executive officers. There are no transactions,
since the beginning of the Company’s last fiscal year, or any currently proposed
transaction, in which the Company was or is to be a participant and the amount
involved exceeds the lesser of $120,000 or one percent of the average of the
Company’s total assets at year-end for the last three completed fiscal years,
and in which Mr. Nelsen had or will have a direct or indirect material
interest. There is no material plan, contract or arrangement (whether
or not written) to which Mr. Nelsen is a party or in which he participates that
is entered into or material amendment in connection with our appointment of Mr.
Nelsen, or any grant or award to Mr. Nelsen or modification thereto, under any
such plan, contract or arrangement in connection with our appointment of Mr.
Nelsen.
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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Date: September
24, 2010
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CLEANTECH
TRANSIT, INC.
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By:
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/s/ Roger Nelsen
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Roger
Nelsen
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President
and Chief Executive
Officer
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