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 reported event): January 15, 2007
MOTIENT CORPORATION
(Exact Name of Registrant as Specified in Charter)
| Delaware | | 0-23044 | | 93-0976127 |
| (State or Other Jurisdiction of Incorporation) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
300 Knightsbridge Pkwy.
Lincolnshire, IL | | 60069 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (847) 478-4200
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registration 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)) |
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.
(b) On January 15, 2007, David Grain, a director of Motient Corporation since 2006, notified Motient that he intended to resign from the Board of Directors effective January 19, 2007. Mr. Grain served on the Compensation Committee and the Nominating Committee of Motient’s Board of Directors. Mr. Grain confirmed to the company that his resignation is not as a result of any disagreement between Mr. Grain and the company relating to the company’s policies, operations or practices. Mr. Grain will serve on a Board of Advisors that is being established to focus on the international expansion strategy for Motient’s majority-owned subsidiary, TerreStar Global Ltd.
Item 7.01 – Regulation FD Disclosure.
On January 19, 2007 Motient issued a press release, a copy of which is attached hereto as Exhibit 99.1. This item is furnished, not filed, pursuant to Regulation FD.
Item 9.01 – Financial Statements and Exhibits.
| (d) | Exhibits |
| | |
| 99.1 | Press Release of Motient Corporation dated January 19, 2007. |
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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.
| MOTIENT CORPORATION |
| |
| |
| |
| By: | /s/ Jeffrey Epstein |
| | Jeffrey Epstein |
| | General Counsel and Secretary |
Date: January 19, 2007
