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) February 11, 2008
MathStar, Inc.
(Exact name of registrant as specified in its charter)
Delaware | | 000-51560 | | 41-1881957 |
(State or other jurisdiction | | (Commission | | (IRS Employer |
of incorporation) | | File Number) | | Identification No.) |
| | | | |
19075 N.W. Tanasbourne Drive, Suite 200 | | 97124 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code (503) 726-5500
(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 Instructions A.2. below):
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))
Section 5 – Corporate Governance and Management
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.
(e) On February 11, 2008, the Compensation Committee of the Board of Directors of MathStar, Inc. (the “Company”) adopted changes to the salaries and potential bonuses for Daniel J. Sweeney, the Company’s Chief Operating Officer, James W. Cruckshank, its Vice President, Administration and Chief Financial Officer, Sean P. Riley, its Vice President of Marketing, and Timothy A. Teckman, its Vice President of Engineering. Specifically, the Compensation Committee approved the following salaries, effective March 1, 2008: Mr. Sweeney ($210,000), Mr. Cruckshank ($190,000), Mr. Riley ($190,000) and Mr. Teckman ($180,000). The Committee also approved the following target bonuses for the year ending December 31, 2008: Mr. Sweeney ($136,500), Mr. Cruckshank ($95,000), Mr. Riley ($85,500) and Mr. Teckman ($81,000). These bonuses are contingent on achieving the Company’s operating and revenue goals for 2008. In addition, the Company’s Board of Directors gave Mr. Sweeney the title of President in addition to that of Chief Operating Officer.
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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.
| | MathStar, Inc. |
| | | |
| | | |
Date: February 11, 2008. | | | |
| | By | /s/ James W. Cruckshank |
| | | Vice President of Administartion |
| | | and Chief Financial Officer |
| | | (Principal Financial Officer and |
| | | Principal Accounting Officer) |
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