UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): JANUARY 18, 2008
DOCUMENT CAPTURE TECHNOLOGIES, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 000-25839 59-3134518
(STATE OR OTHER JURISDICTION (COMMISSION FILE NUMBER) (IRS EMPLOYEE
OF INCORPORATION) IDENTIFICATION NO.)
1772 TECHNOLOGY DRIVE
SAN JOSE, CALIFORNIA 95110
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES, INCLUDING ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (408) 436-9888
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
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(b) under the Exchange Act (17
CFR 240.14a-12(b))
|_| 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))
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This Form 8-K and other reports filed by Document Capture Technologies,
Inc., a Delaware corporation (the "Registrant") from time to time with the
Securities and Exchange Commission (collectively the "Filings") contain or may
contain forward-looking statements and information based upon the beliefs of,
and currently available to, the Registrant's management as well as estimates and
assumptions made by the Registrant's management. When used in the Filings the
words "anticipate", "believe", "estimate", "expect", "future", "intend", "plan"
or the negative of these terms and similar expressions and variations thereof as
they relate to the Registrant or the Registrant's management identify
forward-looking statements. Such statements reflect the current view of the
Registrant with respect to future events and are subject to risks,
uncertainties, assumptions and other risk factors relating to the Registrant's
industry, the Registrant's operations and results of operations and any
businesses that may be acquired by the Registrant. Should one or more of these
risks or uncertainties materialize, or should the underlying assumptions prove
incorrect, actual results may differ significantly from those anticipated,
believed, estimated, expected, intended or planned.
Although the Registrant believes that the expectations reflected in the
forward-looking statements contained in the Registrant's Filings are reasonable,
the Registrant cannot guarantee future results, levels of activity, performance
or achievements. Except as required by applicable law, including the securities
laws of the United States, the Registrant does not intend to update any of the
forward-looking statements contained herein to conform these statements to
actual results.
SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT
ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN
OFFICERS.
(e) MATERIAL AMENDMENT OF COMPENSATORY ARRANGEMENT OF CERTAIN OFFICERS
On January 18, 2008, the Company's board of directors approved
addendums to the employment agreements for each of the following named executive
officers of the Company:
o Darwin Hu, President and Chief Executive Officer;
o William Hawkins, Chief Operating Officer; and
o David Clark, Chief Investment Officer.
Below is a brief description of the material terms of each such addendum which
amends each executive officer's employment agreement. Copies of all such addenda
are attached hereto as exhibits 10.1 through 10.3 and the following descriptions
are qualified in their entirety by those exhibits.
DARWIN HU, PRESIDENT AND CHIEF EXECUTIVE OFFICER. On January 18, 2008,
the Company entered into an Addendum to Employment Agreement with Mr. Darwin Hu,
the Company's President and Chief Executive Officer (the "Hu Addendum"). The Hu
Addendum extends the initial term of Mr. Hu's employment with the Company for an
additional six (6) months, from thirty-six (36) months to forty-two (42) months,
commencing on April 26, 2005. In addition, the Hu Addendum provides for an
increase in Mr. Hu's annual base salary from $200,000 to $225,000 effective
January 1, 2008.
WILLIAM HAWKINS, CHIEF OPERATING OFFICER. On January 18, 2008, the
Company entered into an Addendum to Employment Agreement with Mr. William
Hawkins, the Company's Chief Operating Officer (the "Hawkins Addendum"). The
Hawkins Addendum extends the initial term of Mr. Hawkin's employment with the
Company for an additional six (6) months, from thirty-six (36) months to
forty-two (42) months, commencing on April 26, 2005. In addition, the Hawkins
Addendum provides for an increase in Mr. Hawkin's annual base salary from
$160,000 to $185,000 effective January 1, 2008.
DAVID CLARK, CHIEF INVESTMENT OFFICER. On January 18, 2008, the Company
entered into an Addendum to Employment Agreement with Mr. David Clark, the
Company's Chief Investment Officer (the "Clark Addendum"). The Clark Addendum
extends the initial term of Mr. Clark's employment with the Company for an
additional six (6) months, from thirty-six (36) months to forty-two (42) months,
commencing on April 26, 2005 and amends Mr. Clark's officer title from Senior
Vice President of Business Development to Chief Investment Officer. In addition,
the Clark Addendum provides for an increase in Mr. Clark's annual base salary
from $150,000 to $175,000 effective January 1, 2008.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 FINANCIAL STATEMENT AND EXHIBITS.
(D) EXHIBITS.
EXHIBIT NUMBER DESCRIPTION
10.1 Addendum to Employment Agreement dated January 18, 2008 by and
between the Company and Darwin Hu
10.2 Addendum to Employment Agreement dated January 18, 2008 by and
between the Company and William Hawkins
10.3 Addendum to Employment Agreement dated January 18, 2008 by and
between the Company and David Clark
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: January 18, 2008 DOCUMENT CAPTURE TECHNOLOGIES, INC.
By:/s/ Darwin Hu
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Darwin Hu
Chief Executive Officer