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): | March 10, 2008 |
Thomas Group, Inc. |
(Exact name of registrant as specified in its charter)
| Delaware |
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| 0-22010 |
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| 72-0843540 |
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(State or other jurisdiction of incorporation) |
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| (I.R.S. Employer Identification No.) | |||||||
5221 N. O’Connor Blvd., Suite 500 |
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| Irving, Texas |
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| 75039 |
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(Address of principal executive offices) |
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Registrant’s Telephone Number, including area code: | (972) 869-3400 |
| Not Applicable |
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(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:
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o | 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 Officers; Compensatory Arrangements of Certain Officers.
On March 10, 2008, Thomas Group, Inc. (the “Company”) granted to Earle Steinberg, the Company’s newly appointed President and Chief Executive Officer, an initial award of 50,000 restricted shares of the Company’s common stock and a performance share award entitling Mr. Steinberg to up to 380,000 shares of the Company’s common stock if certain conditions related to the Company’s profitability are satisfied. The initial award was granted pursuant to the 2005 Omnibus Stock and Incentive Plan of Thomas Group, Inc. The performance share award was granted by the Committee pursuant to the 2008 Omnibus Stock and Incentive Plan of Thomas Group, Inc. and is conditional upon stockholder approval of such plan at the Company’s 2008 Annual Meeting of Stockholders.
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Item 9.01 Financial Statements and Exhibits | ||
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| (d) | Exhibits |
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Exhibit Number |
| Description |
10.1 |
| Restricted Share Award dated March 10, 2008 granted to Earle Steinberg |
10.2 |
| Performance Share Award dated March 10, 2008 granted to Earle Steinberg |
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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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| Thomas Group, Inc. |
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Date: | March 11, 2008 |
| By: | /s/ Michael Barhydt | ||
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| Michael Barhydt, | |||
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| Chief Financial Officer | |||
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