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): November 11, 2015
Communication Intelligence Corporation
(Exact name of registrant as specified in its charter)
| Delaware | | 000-19301 | | 94-2790442 |
| (State or other | | (Commission File Number) | | (I.R.S. Employer |
| jurisdiction of | | | | Identification No.) |
| incorporation) | | | | |
275 Shoreline Drive, Suite 500
Redwood Shores, CA 94065
(Address of principal executive offices)
(650) 802-7888
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:
| ☐ | 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(d) Election of Director.
On November 11, 2015, the Board of Directors of Communication Intelligence Corporation (the "Company"), in accordance with the applicable provisions of the Company's Certificate of Incorporation and Bylaws, appointed Francis J. Elenio to the Company's Board of Directors. Mr. Elenio will serve as a member of the Company's Audit Committee.
Consistent with the Company's past practices, Mr. Elenio will be granted an option to acquire 1,000,000 shares of the Company's Common Stock under the Company's 2011 Stock Compensation Plan at a per share exercise price equal to the closing per share market price of the Company's Common Stock. The option granted to Mr. Elenio will vest quarterly over three years, and will have a seven-year term. Further to the Company's policies, Mr. Elenio, as a non-employee director, will receive $1,000 for each Board meeting attended and will be reimbursed for reasonable out-of-pocket expenses incurred in connection with attending such meetings.
Item 9.01(d) Exhibits.
The following exhibit is being furnished (not filed) herewith:
| | | |
| 99.1 | | Press release, dated November 17, 2015, entitled "Frank Elenio Joins CIC Board" |
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.
| | Communication Intelligence Corporation |
| Date: November 17, 2015 | |
| | By: | /s/ Andrea Goren | |
| | | |
| | | Andrea Goren |
| | | (Chief Financial Officer) |
EXHIBIT INDEX
| | | |
Exhibit No. | | Description |
| | |
| 99.1 | | Press release, dated November 17, 2015, entitled "Frank Elenio Joins CIC Board" |
