UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K /A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) March 7, 2006
Westell Technologies, Inc.
(Exact name of registrant as specified in its charter)
DELAWARE |
| 0-27266 |
| 36-3154957 |
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(State or other jurisdiction of incorporation) |
| (Commission File Number) |
| (I.R.S. Employer Identification No.) |
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750 North Commons Drive, Aurora, Illinois 60540
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code (630) 898-2500
N/A
(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:
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))
CHI99 4601827-1.043183.0010
EXPLANATORY NOTE: This Amendment No. 1 to Westell Technologies, Inc.’s Current Report on Form 8-K supercedes and replaces in its entirety the information contained in the Form 8-K filed by Westell Technologies, Inc. on March 9, 2006.
Item 1.01 Entry into a Material Definitive Agreement
On March 7, 2006, Westell Technologies, Inc. (the “Company”) established the following base salaries and fiscal 2007 bonus targets for its executive officers:
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| Fiscal 2007 |
Van Cullens | President and Chief Executive Officer | $470,000 | $225,000 |
John Clark | Senior Vice President of Operations | $261,000 | $150,000 |
Nicholas Hindman | Senior Vice President and Chief Financial Officer | $259,400 | $150,000 |
William Noll | Senior Vice President of Research and Development and Chief Technology Officer | $249,400 | $150,000 |
Timothy Reedy | Chief Executive Officer of Conference Plus, Inc. | $260,000 | $145,000 |
Actual bonus payments will be based on the achievement of specified financial criteria, including revenue growth, margin improvement and EBIT growth, and the achievement of specified strategic objectives, including key customer wins and product sales targets.
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.
| WESTELL TECHNOLOGIES, INC.
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Date: March 9, 2006 | By: | /s/ Nicholas C. Hindman |
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| Nicholas C. Hindman |
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| Chief Financial Officer |
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