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: January 20, 1999
(Date of earliest event reported)
TELEBYTE TECHNOLOGY, INC.
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(Exact name of Registrant as specified in charter)
Nevada 0-11883 2510138
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(State or other jurisdiction (Commission File No.) (IRS Employer Identification
of incorporation) Number)
270 Pulaski Road, Greenlawn, New York 11740
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (516) 423-3232
1
Item 5. Other Events.
Joel A. Kramer, Chairman of the Board, President and Chief Executive
Officer of Telebyte Technology, Inc. (the "Company") has retired from the
Company and has resigned from those positions to pursue other interests.
However, Mr. Kramer will serve as a consultant to the Company through January
19, 2002 for an aggregate consideration of $165,000 plus reimbursement for
certain expenses. In connection with Mr. Kramer's retirement, the Company
purchased all of the shares of common stock of the Company owned by Mr. Kramer
and Mr. Kramer agreed to cancel options to purchase 10,000 shares of common
stock of the Company for an aggregate consideration of $1,075,190. In addition,
Mr. Kramer has agreed not to compete with the business of the Company until
January 19, 2003 and has released the Company from certain potential claims
relative to his previous employment and the Company transferred a life insurance
policy to Mr. Kramer, previously maintained for Mr. Kramer's benefit and having
a cash value of approximately $80,000.
Effective January 20, 1999 Dr. Kenneth S. Schneider was elected as Chairman
of the Board and Chief Executive Office and Michael Breneisen as President and
Chief Operating Officer of the Company. Dr. Schneider was a co-founder of the
Company and has served as a Senior Vice President, Secretary, Treasurer and
Director. Mr. Breneisen has served as Vice President and Chief Financial
Officer, he will also continue to serve as Chief Financial Officer.
Item 7. Exhibits.
10.1 Stock Purchase Agreement dated January 20, 1999 between the Company
and Joel A. Kramer.
10.2 Consulting Agreement dated January 20, 1999 between the Company and
Joel A. Kramer
10.3 Termination Agreement dated January 20, 1999 between the Company
and Joel A. Kramer
10.4 Agreement and Release between the Company and Joel A. Kramer
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.
TELEBYTE TECHNOLOGY, INC.
Dated: January 27, 1999 By: /s/ Kenneth S. Schneider
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Kenneth S. Schneider
Chairman of the Board