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): March 18, 2005
Commission File number 000-30654
APROPOS TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
Illinois 36-3644751
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
One Tower Lane, 28th Floor
Oakbrook Terrace, Illinois 60181
(Address of principal executive offices, including zip code)
(630) 472-9600
(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 (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.
On March 18, 2005, Apropos Technology, Inc. (the "Company") entered
into a continuation of David E. McCrabb, Jr.`s employment agreement ("Employment
Agreement") through June 30, 2005. Mr. McCrabb will continue as President and
Chief Executive Officer of the Company with an annual salary of $300,000. The
Employment Agreement provides for a Target Award Bonus of $200,000 under the
Company's 2005 Incentive Bonus Award Program. A copy of the Employment Agreement
is attached hereto as Exhibit 99.3 and incorporated herein by reference.
In conducting its annual salary review process, the Compensation
Committee considered fiscal 2004 Company performance and reviewed
recommendations submitted by management. On March 22, 2005, the Company
confirmed the following annual base salary levels for 2005 for the named
executive officers: David E. McCrabb, Jr., CEO and President remains at
$300,000; Francis J. Leonard, Chief Financial Officer and Vice President was
increased from $197,600 to $207,600; and Dick Cotter, Vice President of
Marketing, remains at $190,000. Francis J. Leonard and Dick Cotter receive
annual stock options with an exercise price of $3.02, which is equal to the fair
market value of the Company's common stock on the date of grant. The stock
options were granted under the Company's 2000 Omnibus Incentive Plan. No grant
of stock options was made to Mr. McCrabb. Each of the named executive officers
is also eligible for a Target Award Bonus under the Company's 2005 Incentive
Bonus Award Program. A portion of the bonus is tied to the Company's performance
in achieving objectives in revenue and profit growth.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
Exhibit No. Description
----------- -----------
4.1 Form of Employee Stock Option under the 2000 Omnibus
Incentive Plan.
4.2 Form of Non-Qualified Stock Option.
10.1 David E. McCrabb, Jr. Employment Agreement, dated
March 18, 2005.
10.2 Form of Annual Compensation Term Sheet for Francis J.
Leonard
10.3 Form of Annual Compensation Term Sheet for Dick
Cotter
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, thereunto duly authorized, on March 23, 2005.
Apropos Technology, Inc.
/s/ Francis J. Leonard
------------------------------------------
Francis J. Leonard
Chief Financial Officer and Vice President
(Principal Financial Officer and
Authorized Officer)
EXHIBIT INDEX
Exhibit No. Description
----------- -----------
4.1 Form of Employee Stock Option under the 2000 Omnibus
Incentive Plan.
4.2 Form of Non-Qualified Stock Option.
10.1 David E. McCrabb, Jr. Employment Agreement, dated
March 18, 2005.
10.2 Form of Annual Compensation Term Sheet for Francis J.
Leonard.
10.3 Form of Annual Compensation Term Sheet for Dick
Cotter.