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) May 14, 2001 FORCE 10 HOLDING, INC. (Exact name of registrant as specified in its charter) MARIN TECHNOLOGIES, INC. (Former Name) Delaware (State or other jurisdiction of incorporation) 0-27799 33-0619531 (Commission File Number) (IRS Employer Identification No.) 3419 Via Lido, Suite 619, Newport Beach, California 92601 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (949) 723-0314 Item 1. Change in Control of Registrant. Item 2. Acquisition or Disposition of Assets. On May 14, 2001, Force 10 Holding, Inc. (formerly Marin technologies, Inc.) (the "Registrant") acquired Force 10 Trading, Inc., a Delaware corporation ("Force 10 Trading") pursuant to an Agreement and Plan of Reorganization (the "Agreement"), dated as of May 14, 2001. The Registrant acquired all of the outstanding shares of Common Stock of Force 10 Trading, in exchange for 10,554,000 shares of the Registrant's Common Stock. In addition, the Company effected an approximately 1.36-for-1 forward stock split. As a result, there are 11,914,000 shares outstanding. Pursuant to the Agreement, the Board of Directors and officers of the Registrant resigned and were replaced with the persons set forth below. The names of the current directors and executive officers of the Registrant and holders of more than 5% of the outstanding shares of common stock and the number of shares held and the percentage of the total issued and outstanding Common Stock (the only voting security) of the Registrant owned by each of them are as follows. Number Percentage of Shares of Shares Name Office Owned Owned Jon H. Marple(1)President and Director 10,000,000 83.9% All officers and directors as a group (1 person) 10,000,000 83.9% (1) Mr. Marple may be deemed to beneficially own the 10,000,000 shares owned by The Marple Family Trust by virtue of his position as Trustee of such trust. 2 Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (a)(b) The required financial statements and pro forma financial information is unavailable as of the date hereof and will be filed by the Registrant pursuant to the requirements of the Securities Exchange Act and the rules and regulations promulgated thereunder within 60 days of the date of the event reported herein. (c) Exhibits 2. Plan of acquisition, reorganization, arrange- ment, liquidation or succession. 2.1. Agreement and Plan of Reorganization, dated February May 14, 2001, between the Registrant and Force 10 Trading, Inc. 3. Certificate of Incorporation and Bylaws 3.3 Amendment to Certificate of Incorporation changing name to Force 10 Holding, Inc. 3 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. Dated: May 14, 2001 FORCE 10 HOLDING, INC. By: /s/ Jon H. Marple Jon H. Marple President 4