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 7, 2007
ARC Wireless Solutions, Inc.
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(Exact name of registrant as specified in its charter)
Utah
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(State or Other Jurisdiction of Incorporation)
000-18122 87-0454148
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(Commission File Number) (IRS Employer Identification Number)
10601 West 48th Avenue
Wheat Ridge, Colorado 80033-2285
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(Address of principal executive offices including zip code)
(303) 421-4063
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(Registrant's telephone number, including area code)
N/A
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(Former address, if changed since last report)
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(c) Effective November 1, 2007, Mr. Steven C. Olson, was appointed President of
ARC Wireless Solutions, Inc. ("the Company") Wireless Communications
Solutions Division. Mr. Olson is also Chief Technology Officer of the
Company's Wireless Communications Solutions Division.
Also Effective November 1, 2007, Mr. Richard A. Anderson was appointed the
Executive Vice President of the Company.
(d) Effective November 1, 2007, the Company entered into a two year employment
agreement with Mr. Monty R. Lamirato as the Company's Chief Financial
Officer, which he has served since June 2001. The agreement provides for
annual compensation of $165,000 in the first year and $175,000 in the
second year. The agreement provides, in the event of a not-for-cause
termination, for Mr. Lamirato to receive payments of his then current
salary for a period of nine months. If the termination occurs after a
change in control then Mr. Lamirato shall receive payments of his then
current annual salary equal to the greater of (a) salary for the remaining
portion of the Term; and (b) one month's salary for each completed year of
employment of Employee by the Company.
Effective November 1, 2007, the Company entered into a three year
employment agreement with Mr. Richard A. Anderson, as the Company's
Executive Vice President. Mr. Anderson has been with the Company since
1994. The agreement provides for annual compensation of $125,000. The
agreement provides, in the event of a not-for-cause termination, for Mr.
Anderson to receive payments of his then current salary for a period of
fifteen months. If the termination occurs after a change in control then
Mr. Anderson shall receive payments of his then current annual salary for a
period of one year.
Effective November 1, 2007, the Company entered into a three year
employment agreement with Mr. Steven C. Olson, as President and Chief
Technology Officer of the Company's Wireless Communications Solutions
Division. Mr. Olson has been with the Company since 2001. The agreement
provides for annual base compensation of $200,000 in 2007 increasing
annually to $245,000 in 2011. Mr. Olson shall also be entitled to bonuses
ranging from $5,000 to $100,000 annually contingent upon the Wireless
Communications Solutions Division achieving certain net income targets. The
agreement provides, in the event of a not-for-cause termination, for Mr.
Olson to receive payments of his then current salary for a period of one
year.
The above description of the terms of the employment agreements are qualified in
their entirety by reference to the full text of the agreements, copies of which
are filed as exhibits to this Form 8-K.
ITEM 9.01. Financial Statements and Exhibits
Exhibit Number Exhibit Title
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10.1 Employment Agreement with Mr. Monty R. Lamirato
10.2 Employment Agreement with Mr. Richard A. Anderson
10.3 Employment Agreement with Steven C. Olson
99 Press Release dated November 7, 2007
SIGNATURE
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.
ARC WIRELESS SOLUTIONS, INC.
Date: November 7, 2007 By: /s/ Monty R. Lamirato
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Monty R. Lamirato
Chief Financial Officer