filing fee is calculated and state how it was determined):
previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
By Order of the Board of Directors | ||
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Carl Berg, President |
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Name | Age | Position(s) | ||
Carl Berg | 36 | Chairman of the Board, President, Secretary, and Treasurer (2001) | ||
Kevin J. Gadawski | 37 | Director (2003) | ||
Mark Stewart | 38 | Director (2003) |
Carl M. Berg has served as the Company’s director and officer since our inception. He also currently serves as a company executive with STSN, Inc., a provider of wired and wireless broadband communications for business travelers, where he has served since 2003. Prior to STSN, from 1999 to 2003, he was a company executive with Sandlot Corporation, a startup subscription management software company. Sandlot is involved in managing subscription-based e-commerce. Mr. Berg directed business initiatives as the Business Development Manager, which resulted in growth of the company from 10 to 75 employees worldwide with offices in the U.S. and Windsor, United Kingdom. Prior to Sandlot Corporation, from 1992 to 1999, Mr. Berg served in various management positions in the technology division of Ameritech Corporation. His roles varied from the overall management of library automation implementation projects to directing the implementation division of roughly 75 technical staff. Job titles included Project Coordinator, Project Manager and Director of Implementation.
Kevin J. Gadawski joined the Company’s Board of Directors in May 2003. He also serves as the President of Worldwide Medical in Lake Forest, California, where he previously served as the Chief Operating Officer and Chief Financial Officer for Worldwide Medical Corporation from May of 2002. From May of 2001 to May of 2002, Mr. Gadawski served as the Chief Financial Officer of California Software Corporation in Irvine, California. From June of 2000 through May of 2001, Mr. Gadawski was the Chief Financial Officer for e-net Financial.com in Costa Mesa, California. His primary duties included financial reporting and financial management. For the five years prior to that, Mr. Gadawski served in various capacities including Director of Internal Audit and Divisional Controller with Huffy Corporation in Miamisburg, Ohio. Mr. Gadawski began his career in the audit department of KMPG Peat Marwick, LLP.
Mark Stewart joined the Company’s Board of Directors in November 2003. Mr. Stewart has been a principal with Mark Stewart Securities, Inc., a NASD broker-dealer, since 1996. Mr. Stewart started his career with American Express Financial Advisors (IDS) in 1991, and served as head trader at numerous firms from 1991 to 1996.
Compensation of Directors
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Name | Age | Position(s) | ||
Carl M. Berg | 36 | Chairman of the Board, President, Secretary, and Treasurer (2001) | ||
Kevin J. Gadawski | 37 | Director (2003) | ||
Mark Stewart | 38 | Director (2003) |
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Annual Compensation | Long Term Compensation | |||||||||
Awards | Payouts | |||||||||
Name and Principal Position | Year | Salary ($) | Bonus ($) | Other Annual Compensation ($)* | Restricted Stock Awards ($) | Securities Underlying Options SARs (#) | LTIP Payouts ($) | All Other Compensation ($) | ||
Carl M. Berg | 2003 | -0- | -0- | $6,000 | -0- | -0- | -0- | -0- | ||
Chairman, President, Secretary, Treasurer | 2002 | -0- | -0- | $3,400 | -0- | -0- | -0- | -0- | ||
Kevin J. Gadawski | 2003 | -0- | -0- | $5,000 | -0- | -0- | -0- | -0- | ||
Director | ||||||||||
Mark Stewart | 2003 | -0- | -0- | $-0- | -0- | -0- | -0- | -0- | ||
Director |
* For all years presented, compensation amounts have been accrued. No compensation payments have been made
OPTION/SAR GRANTS IN LAST FISCAL YEAR (Individual Grants) | ||||
Name | Number of Securities Underlying Options/SARs Granted (#) | Percent of Total Options/SARs Granted to Employees In Fiscal Year | Exercise or Base Price ($/Sh) | Expiration Date |
Carl M. Berg | -0- | N/A | N/A | N/A |
Kevin J. Gadawski | -0- | N/A | N/A | N/A |
Mark Stewart | -0- | N/A | N/A | N/A |
AGGREGATED OPTIONS/SAR EXERCISES IN LAST FISCAL YEAR AND FY-END OPTION/SAR VALUES | ||||
Name | Shares Acquired On Exercise (#) | Value Realized ($) | Number of Unexercised Securities Underlying Options/SARs at FY-End (#) Exercisable/Unexercisable | Value of Unexercised In-The-Money Option/SARs at FY-End ($) Exercisable/Unexercisable |
Carl M. Berg | N/A | N/A | N/A | N/A |
Kevin J. Gadawski | N/A | N/A | N/A | N/A |
Mark Stewart | N/A | N/A | N/A | N/A |
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Name and Address (1) | Nature of Affiliation | Common Stock Ownership | Percentage of Common Stock Ownership (2) | |||
Carl M. Berg | Chairman of the Board, President, Secretary and Treasurer | 5,550,000 (3) | 86.9% | |||
Brian A. Lebrecht (4) | 5% Shareholder | 450,000 | 7.0% | |||
Kevin J. Gadawski | Independent Director | 300,500 (5)(6) | 4.4% (5) | |||
Mark Stewart | Independent Director | 300,000 (5) | 4.4% (5) | |||
All Officers and Directors as a Group (3 Persons) | 6,150,500 (3)(5)(6) | 88% (5) |
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By order of the Board of Directors | ||
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Carl Berg, President |
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