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 8, 2006
SUPERCONDUCTIVE COMPONENTS, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Ohio 0-31641 31-1210318
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(STATE OR OTHER (COMMISSION FILE NO.) (IRS EMPLOYER
JURISDICTION OF IDENTIFICATION
INCORPORATION OR NUMBER)
ORGANIZATION)
2839 Charter Street
Columbus, Ohio 43228
(614) 486-0261
(ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER
INCLUDING AREA CODE OF REGISTRANT'S
PRINCIPAL EXECUTIVE OFFICES)
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 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On March 8, 2006, the Stock Option and Compensation Committee of the
Board of Directors (the "Committee") of Superconductive Components, Inc. (the
"Company") took the following actions:
2006 Annual Base Salary Increases
The Committee approved increases in the base salaries of the Company's
Chief Executive Officer and three other executive officers, including persons
expected to be "named executive officers" (as defined by Item 402(a)(2) of
Regulation S-B) in the Company's proxy statement relating to the 2006 annual
meeting of stockholders. The Committee approved the following base salaries,
payable for service during 2006:
Name Position 2006 Base Salary
---- -------- ----------------
Daniel Rooney President and Chief Executive Officer $150,000
Scott S. Campbell Vice President of Technology $110,000
Gerald S. Blaskie Vice President and Chief Financial Officer $ 89,568
Michael K. Barna Vice President of Sales and Marketing $ 86,500
2006 Cash Bonus Awards
The Committee also approved the payment of cash bonuses to Messrs.
Campbell, Blaskie and Barna for service during the Company's fiscal year ending
December 31, 2006 ("Fiscal 2006"), based upon one or more objective financial
performance criteria selected by the Committee.
Mr. Campbell is eligible to receive the following bonus payments for
service during Fiscal 2006: (i) $500 quarterly for specified reductions in the
Company's scrap rate over the prior quarter; (ii) $500 for each quarter in which
the Company achieves a specified improvement in on-time deliveries over the
prior quarter; (iii) $1,000 in the event that the Company is awarded certain
research grants; (iv) $1,000 for each quarter in which the Company meets its
revenue and net income goals; and (v) $1,000 if the Company meets its annual
revenue and net income goals.
Mr. Blaskie is eligible to receive the following bonus payments for
service during Fiscal 2006: (i) $500 for each quarter in which the Company
achieves a specified improvement in on-time deliveries over the prior quarter;
(ii) $1,000 for each quarter in which the Company meets its revenue plus net
income goals; and (iii) an additional $1,000 if the Company meets its annual
revenue and net income goals.
Mr. Barna is eligible to receive the following bonus payments for
service during Fiscal 2006: (i) $3,000 if the Company meets its annual gross
margin dollars goal for sales related to photonics/optical applications; (ii)
$2,500 if the Company meets its annual bookings goal related to
photonics/optical applications; (iii) $1,000 for each quarter in which the
Company meets its revenue plus net income budget goals; and (iv) an additional
$1,000 if the Company meets its annual revenue and net income goals. Mr. Barna
is also eligible to receive a quarterly bonus equal to (i) 1.2% of the Company's
quarterly gross margin dollars for sales related to photonics/optical
applications for each quarter in which the Company achieves at least a specified
percentage of its gross margin dollars goal for photonics/optical sales up to
the point at which the Company has achieved 100% of its gross margin dollars
goal for photonics/optical
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sales, after which point Mr. Barna will receive (ii) 3.0% of the amount by
which the Company exceeds its gross margin dollars goal for sales related to
photonics/optical applications. Additionally, Mr. Barna will receive as
commission an amount equal to 0.32% of the Company's quarterly bookings related
to photonics/optical applications, and a bonus payment equal to 0.8% of the
amount by which the Company exceeds its quarterly goal for bookings related to
photonics/optical applications.
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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.
SUPERCONDUCTIVE COMPONENTS, INC.
Date: March 14, 2006 By: /s/ Daniel Rooney
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Daniel Rooney
President and Chief
Executive Officer
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