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
August 14, 2012
Date of Report (Date of Earliest Event Reported)
Dakota Plains Holdings, Inc.
(Exact Name of Registrant as Specified in its Charter)
| Nevada | 000-53390 | 20-2543857 |
| (State of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
| | | |
294 Grove Lane East
Wayzata, Minnesota | 55391 |
| (Address of Principal Executive Offices) | (Zip Code) |
(952) 473-9950
(Registrant’s Telephone Number, Including Area Code)
| |
| (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):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ 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))
| Item 5.02 | | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officer; Compensatory Arrangements of Certain Officers. |
On August 14, 2012, our board of directors increased the number of directors constituting our board of directors to six directors by resolution. Immediately thereafter, our board of directors, upon recommendation of its nominating committee, elected Gary L. Alvord to serve as a director of our company, filling the newly created vacancy. Mr. Alvord initially will serve on our board’s audit and compensation committees.
In connection with his election, Mr. Alvord received an initial stock option and an initial stock grant, which awards are consistent with our company’s previously disclosed policy for non-employee director compensation upon election to our board of directors.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: August 17, 2012 | DAKOTA PLAINS HOLDINGS, INC. | |
| | | | |
| | | /s/ Timothy R. Brady | |
| | | Timothy R. Brady | |
| | | Chief Financial Officer and Treasurer | |
