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): August 13, 2007
TERRA ENERGY & RESOURCE TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE | 333-90272 | 56-1940918 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
99 Park Avenue, 16th Floor, New York, New York 10016
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (212) 286-9197
Not applicable
(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 obligations 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 240.313e-4(c))
Item 1.01 Entry into a Material Definitive Agreement
On August 13, 2007, the Company granted an aggregate of 7,000,000 stock options to purchase shares of the Company's common stock, exercisable, subject to vesting, for a period of up to five years from the date of grant at $0.16 per share to employees and consultants, as follows:
| Dmitry Vilbaum | | Employee | | 5,000,000 options |
| Ivan Railyan | | Employee | | 1,000,000 options |
| Victor Andreev | | Consultant | | 500,000 options |
| Denis Negoda | | Consultant | | 250,000 options |
| Igor Chirkin | | Consultant | | 250,000 options |
One-half of the stock options are deemed vested as of the date of grant, and the other half are to vest on August 13, 2008.
Mr. Vilbaum is the Company’s President and Chief Executive Officer and a member of the Company’s Board of Directors. Mr. Railyan is the Chairman of the Board. The consultants are employees of The Institute of Geoinformational Analysis of the Earth Establishment (the “Institute”). Mr. Railyan is the owner and operator of the Institute.
Item 3.02 Unregistered Sales of Equity Securities
Reference is made to Item 1.01 of this Report regarding the issuances of stock options by the Company to employees and consultants.
Each of the issuance and sale of securities described herein was deemed to be exempt from registration under the Securities Act in reliance on Section 4(2) of the Securities Act as transactions by an issuer not involving a public offering. No advertising or general solicitation was employed in offering the securities. All recipients either received adequate information about us or had access, through employment or other relationships, to such information.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit Number | | Description of Exhibit |
10.1* | | Form of Stock Option dated August 13, 2007 |
_____ | | |
* Filed herewith. | | |
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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: August 17, 2007 | TERRA ENERGY & RESOURCE TECHNOLOGIES, INC. By: /s/ Dmitry Vilbaum Dmitry Vilbaum President |
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