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) JUNE 17, 1997 CS WIRELESS SYSTEMS, INC. (Exact name of registrant as specified in its charter) DELAWARE 33-20295 23-2751747 (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation) Identification No.) 200 CHISHOLM PLACE SUITE 202 PLANO, TEXAS 75075 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (972) 633-4000 ITEM 5. OTHER EVENTS Effective June 17, 1997, CS Wireless Systems, Inc. (the "Company" or the "Registrant") reached final settlement of all matters related to the previously announced termination of employment of Lowell Hussey, the Company's former President and Chief Executive Officer, including settlement of litigation commenced by Mr. Hussey in the United States District Court for the District of Oregon. The settlement terms are set forth in a Settlement Agreement and General Release (the "Agreement") which resolved all claims by Mr. Hussey, including severance claims under his employment agreement. Pursuant to the Agreement, Mr. Hussey received (i) payments totaling $500,000, which amount includes $300,000 paid at the time of termination, (ii) reimbursement of certain expenses, (iii) permission to retain certain office furniture and (iv) acknowledgment by the Company of the vesting of Mr. Hussey's options to purchase 161,291 shares of the Company's common stock at an option price of $6.50 per share. The options represent one half of the options originally granted to Mr. Hussey in February, 1996, which vested in 36 equal monthly installments, and are exercisable at any time for a term of five (5) years from the date of the Agreement. ITEM 7. FINANCIAL STATEMENTS, PROFORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits Exhibit No. Description ----------- ----------- 10.18 Settlement Agreement and General Release 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. Dated: June 6th , 1997 CS WIRELESS SYSTEMS, INC. ------------------ By: /s/Jeffrey A. Kupp ---------------------------- Jeffrey A. Kupp Senior Vice President-Finance and Chief Financial Officer (Principal Financial Officer) EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 10.18 Settlement Agreement and General Release