<SEQUENCE>1
================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): November 26, 2007
REGENT TECHNOLOGIES, INC.
(Exact name of registrant as specified in charter)
Colorado 000-09519 84-0807913
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
6727 Hillcrest Ave., Suite E
Dallas, Texas 75205
(Address of principal executive offices)
(214) 507 9507
(Registrant's telephone number, including area code)
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):
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] 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.
Director Restricted Stock Awards
On November 26, 2007, the Board of Directors of the Company approved Restricted
Stock Awards in the form of stock grant agreements for each Director as partial
consideration for service as Directors of the Company and a Company subsidiary.
Each grant is for up to 500,000 shares of the Company's restricted common stock
issued as Rule 144 securities. The grants will vest over 36 months from the date
of first service as a Director as follows: (a) upon the execution of the stock
grant agreement, the initial stock grant shall be the greater of 25,000 shares
or a quantity of shares equal to the product of 500,000 multiplied by the ratio
of months served through June 30, 2007 divided by 36, and (b) beginning December
31, 2007, the stock grants shall vest in increments of 75,000 shares every six
months if the participant is continuing to serve as a Director with the final
distribution of the balance of 500,000 shares vesting and granted as of
December 31, 2009.
The Directors of the Company are David A. Nelson, Dr. David L. Ramsour, and
Philip G. Ralston. The Directors of the Company's subsidiary, Regent GLSC
Technologies, Inc., are David A. Nelson, Philip G. Ralston and Douglas R. Baum.
Upon execution of the agreements, Mr. Nelson will receive 500,000 shares for
service as a Director since 2003, and Mr. Ralston will receive 55,556 shares for
four months service prior to June 30, 2007. Also, for service prior to June 30,
2007, Dr. Ramsour will receive 41,667 shares and Mr. Baum will receive 25,000
shares.
The Director Restricted Stock Awards are issued to Directors as a non-employee
grant as there are no employees receiving compensation at this time. The grants
are issued without general advertising or solicitation pursuant to the exemption
from registration provided by Section 4(2) of the Securities Act of 1933.
Item 9.01.
Financial Statements and Exhibits.
(d) Exhibits
10.1 Form of Restricted Stock Award
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.
Date: December 10, 2007
REGENT TECHNOLOGIES, INC.
By: /s/ David A. Nelson
---------------------------------------------
David A. Nelson
President and Chief Executive Officer