UNITED STATES
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) December 13, 2006
--------------------------
FIRST AVIATION SERVICES INC.
- --------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE
- --------------------------------------------------------------------------------
(State or Other Jurisdiction of Incorporation)
0-21995 06-1419064
- --------------------------------------------------------------------------------
(Commission File Number) (IRS Employer Identification No.)
15 RIVERSIDE AVENUE
WESTPORT, CONNECTICUT 06880-4214
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
(203) 291-3300
- --------------------------------------------------------------------------------
(Registrant's Telephone Number, Including Area Code)
NOT APPLICABLE
- --------------------------------------------------------------------------------
(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):
|_| 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 5.02. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS; COMPENSATORY ARRANGEMENTS OF
CERTAIN OFFICERS.
(c)
Robert E. Malachowski
- ---------------------
On December 13, 2006, the Board of Directors of First Aviation
Services, Inc. (the "Company") designated Robert E. Malachowski to serve as the
principal financial officer of the Company, effective December 13, 2006 for the
purpose of performing such functions as are contemplated to be performed by a
principal financial officer.
Mr. Malachowski has served as Secretary of the Company since October
2006, and as the Company's Director of Financial Reporting since January 2004.
From April 2000 until January 2004, Mr. Malachowski served as Financial
Consultant at Robert Half International Management Resources, which involved
providing financial and accounting support to large corporate and smaller
private companies on an individual basis and as part of financial management
consulting teams.
Mr. Malachowski is currently employed at-will at a base salary of
$85,000 per year. Mr. Malachowski is also eligible for a bonus at the discretion
of the Board and receives benefits consistent with other salaried employees of
the Company.
Bobbie Espitia
- --------------
Also on December 13, 2006, the Board of Directors of the Company
designated Bobbie Espitia to serve as the principal accounting officer of the
Company, effective December 13, 2006 for the purpose of performing such
functions as are contemplated to be performed by a principal accounting officer.
Ms. Espitia has served as Vice President of Finance - Controller of
Aerospace Products International Inc., a wholly-owned subsidiary of the Company
("API") since July 2004 and as Vice President - Material Management of API since
May 2006. Ms. Espitia served as Controller of API from June 2003 until July 2004
and as Assistant Controller of API from June 2001 until June 2003.
Ms. Espitia is currently employed at-will at a base salary of $121,683
per year. Ms. Espitia is also eligible for a bonus at the discretion of the
Board and receives benefits consistent with other salaried employees of the
Company.
2
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.
FIRST AVIATION SERVICES INC.
By: /s/ Robert Malachowski
------------------------------
Name: Robert Malachowski
Title: Secretary
Date: December 19, 2006
3