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): August 4, 2006
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PC MALL, INC.
(Exact Name of Registrant as Specified in its Charter)
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| Delaware | 0-25790 | 95-4518700 | |
| (State or Other Jurisdiction of | (Commission File Number) | (I.R.S. Employer | |
| Incorporation or Organization) | Identification No.) |
| | | | | | | | | | |
2555 West 190th Street, Suite 201
Torrance, California 90504
(Address of Principal Executive Offices) (Zip Code)
(310) 354-5600
(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:
| 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 1.01 | Entry Into a Material Definitive Agreement. |
Under the February 9, 2005 executive bonus plan, for each fiscal quarter, our eligible executive officers may participate in a bonus pool equaling an aggregate of up to ten percent of any amount by which our “adjusted income” for the relevant quarter exceeds our “adjusted income” for the same quarter of the prior year. For the purposes of the executive bonus plan, “adjusted income” is our aggregate pre-tax income for the quarter for our Core business segment (i.e., excluding our OnSale.com segment and our previous eCOST.com segment), less certain costs that are determined on a quarterly basis by the Compensation Committee in its sole discretion. Under this executive bonus plan, the Compensation Committee allocates amounts to eligible participants based on factors identified by the Committee, including the achievement of specified individual performance targets.
On August 4, 2006, the Compensation Committee approved bonuses for the second quarter of 2006 to eligible participants in the plan, which included the following executive officers: Frank Khulusi, Ted Sanders, Kris Rogers, and Dan DeVries in the respective amounts of $38,228, $12,072, $8,450 and $5,952. Mr. Khulusi elected not to accept his bonus.
The Compensation Committee also approved a quarterly bonus of $12,500, for the second quarter of 2006, to Rob Newton, our General Counsel and Secretary, in accordance with his employment agreement. Mr. Newton does not participate in the executive bonus plan.
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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.
PC MALL, INC.
Date: August 10, 2006 | By: | /s/ Theodore R. Sanders |
| | Theodore R. Sanders Chief Financial Officer |
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