FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
November 9, 2004 July 8, 2005
Date of Report (Date of earliest event reported) |
ILX Resorts Incorporated
Exact name of Registrant as specified in its charter |
ARIZONA
(State or other jurisdiction of incorporation) |
001-13855
86-0564171
(Commission File
(I.R.S. Employer
Number)
Identification No.)
2111 E. Highland Avenue, Suite 210, Phoenix, AZ 85016
(Address of principal executive offices)
Registrant's telephone number, including area code602-957-2777
Item 1.01 Entry into a Material Definitive Agreement
Common stock bonuses in the amounts listed below were issued under the ILX Resorts Incorporated Stock Bonus Plan (“Plan”) on July 8, 2005. The Plan was approved by shareholders at the Company’s Annual Meeting and previously filed in an 8-K on June 28, 2005.
| | | |
Nancy J. Stone | President and Director | 8,500 |
Joseph P. Martori, II | Executive Vice President and Director | 6,125 |
Edward S. Zielinski | Executive Vice President and Director | 6,125 |
Margaret M. Eardley | Executive Vice President and Chief Financial Officer | 6,125 |
Donald D. Denton | Executive Vice President | 4,000 |
Thomas F. Dunlap | Executive Vice President | 750 |
Common stock bonuses in the aggregate amount of eight thousand three hundred seventy five (8,375) shares were also granted to non-executive officers and other employees. The vesting schedule for the issued shares is as follows:
| | | Immediate Vesting | Full Vesting January 15, 2006 | Full Vesting January 1, 2008 |
Nancy J. Stone | President and Director | 500 | 1,000 | 7,000 |
Joseph P. Martori, II | Executive Vice President and Director | 375 | 750 | 5,000 |
Edward S. Zielinski | Executive Vice President and Director | 375 | 750 | 5,000 |
Margaret M. Eardley | Executive Vice President and Chief Financial Officer | 375 | 750 | 5,000 |
Donald D. Denton | Executive Vice President | 0 | 0 | 4,000 |
Thomas F. Dunlap | Executive Vice President | 250 | 500 | 0 |
Non-executive officers and employees | | 1,375 | 3,000 | 4,000 |
| | TOTAL | 3,250 | 6,750 | 30,000 |
An additional five thousand three hundred forty (5,340) common shares were issued in lieu of professional fees to a service provider.
The information contained under this item on this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section,
nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 3.02 Unregistered Sales of Equity Securities
On July 8, 2005, the Company issued forty-five thousand three hundred forty (45,340) shares of unregistered common stock valued at $350,720, as follows: forty thousand (40,000) shares valued at $308,000 as incentive compensation to employees and five thousand three hundred forty (5,340) shares valued at $42,720 issued in lieu of professional fees to a service provider.
In issuing the foregoing shares, the Company relied upon an exemption from registration pursuant to Section 4(2) of the Securities Act of 1933, as amended, on the basis that the transactions did not involve a public offering.
SIGNATURE
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.
ILX Resorts Incorporated
Date: July 8, 2005
/s/ Nancy J. Stone
Nancy J. Stone
President
