Attached files
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EX-10.1 - EX-10.1 - Abtech Holdings, Inc. | v202310_ex10-1.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): November 9,
2010
ABTECH HOLDINGS, INC.
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(Exact
Name of Registrant as Specified in its
Charter)
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Nevada
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000-52762
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14-1994102
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||
(State
or Other
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(Commission
File Number)
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(IRS
Employer
|
||
Jurisdiction
of Incorporation)
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Identification
No.)
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1223 Burrowhill Lane, Mississauga, Ontario,
Canada, L5H 4M7
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(Address
of Principal Executive Office) (Zip
Code)
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Registrant's
telephone number, including area code: (905) 274-5231
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))
|
¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17
CFR 240.13e-4(c))
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Section
1 - Registrant’s Business and Operations
Item 1.01.
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Entry
into a Material Definitive
Agreement.
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On
November 9, 2010, Abtech Holdings, Inc., a Nevada corporation (the “Company”)
entered into an Advisory Board Agreement (the “Agreement”) with James Saxton,
LLC.
Pursuant
to the Agreement, the Company has retained James Saxton to serve as a member of
its advisory board. The Agreement will continue until terminated by
either party for breach or upon thirty (30) days prior written
notice. Notwithstanding the foregoing, the Company may not
terminate the Agreement during the first year other than for cause (as defined
in the Agreement).
In
consideration for Mr. Saxton’s service on the advisory board, the Company (a)
agreed to pay Mr. Saxton an annual advisor fee of $60,000, plus reimbursement of
all reasonable and necessary travel, business, and other expenses incurred by
Mr. Saxton in connection with the performance of his service on the advisory
board, and (b) granted to Mr. Saxton an option to purchase 240,000 shares of the
Company’s common stock, par value $.001, with such award vesting 12.5% on
January 31, 2011, and thereafter on the last day of each quarter. The
exercise price of the option will be the fair market value of a share of the
Company’s common stock on the date of grant.
The
description of the terms and conditions of the Agreement set forth herein does
not purport to be complete and is qualified in its entirety by reference to the
full text of the Agreement attached hereto as Exhibit 10.1 and incorporated
herein by this reference.
Section
9 - Financial Statements and Exhibits
Item 9.01.
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Financial
Statements and Exhibits.
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(a)
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Financial Statements of
Business Acquired.
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Not
applicable.
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(b)
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Pro Forma Financial
Information.
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Not
applicable.
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(c)
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Shell Company
Transactions.
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Not
applicable.
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(d)
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Exhibits.
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1
Exhibit
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Number
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Description
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10.1
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Board
Advisory Agreement, dated November 9, 2010, by and between Abtech
Holdings, Inc. and James Saxton,
LLC.
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2
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.
Date: November
12, 2010
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ABTECH
HOLDINGS, INC.
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By:
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/s/ Mandi
Luis
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Mandi
Luis
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President
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3