| UNITED STATES | OMB APPROVAL |
| SECURITIES AND EXCHANGE COMMISSION | OMB Number: 3235-0060
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| Washington, D.C. 20549
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| 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 17, 2006
FOCUS ENHANCEMENTS, INC.
(Exact name of registrant as specified in its charter)
Delaware | | 1-11860 | | 04-3144936 |
(State or other jurisdiction | | (Commission | | (IRS Employer |
of incorporation) | | File Number) | | Identification No.) |
| | | | |
1370 Dell Avenue, Campbell, CA | | 95008 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code (408) 866-8300
NA
(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. 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
On August 31, 2006, the Board of Directors of Focus Enhancements, Inc. (the “Corporation”) adopted, and on November 17, 2006 the stockholders of the Corporation approved, an amendment to the Focus Enhancements, Inc. Amended 2004 Stock Incentive Plan (the “2004 Plan”). The amended 2004 Plan is attached hereto as Exhibit 10.1 and incorporated herein by reference.
The amendment to the 2004 Plan, provides for an increase in the number of shares of the Corporation’s Common Stock reserved for issuance under the 2004 Plan from 2,452,000 to 4,952,000.
Section 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit Number | | Exhibit Title or Description |
| | |
10.1 | | Focus Enhancements, Inc. Amended 2004 Stock Incentive Plan(1) |
(1) Represents executive compensation plans and arrangements.
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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.
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| FOCUS ENHANCEMENTS, INC. |
| |
Date: November 17, 2006 | By: | | /s/ Gary Williams | |
| | Gary Williams |
| | Executive Vice President of Finance and |
| | Chief Financial Officer |
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EXHIBIT INDEX
Exhibit Number | | Exhibit Title or Description |
| | |
10.1 | | Focus Enhancements, Inc. Amended 2004 Stock Incentive Plan(1) |
(1) Represents executive compensation plans and arrangements.
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