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 30, 2005
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SmarTire Systems Inc.
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(Exact name of registration as specified in its charter)
Yukon Territory,
Canada 0-29248 N/A
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
#150 - 13151 Vanier Place
Richmond, British Columbia, Canada V6V 2J1
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (604) 276-9884
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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:
|_| 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 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
On June 30, 2005, Robert Rudman resigned from his position as our
President and Chief Executive Officer. Mr. Rudman will continue to serve us as
both the non-executive Chairman of our board of directors and as a consultant to
our company.
Also on June 30, 2005, our board of directors appointed Al Kozak, who was
formerly our Chief Operating Officer, as our President and Chief Executive
Officer. Mr. Kozak joined us as Chief Operating Officer on May 1, 2002. He was
subsequently appointed to our board of directors on November 20, 2002. From May
2000 to April 2001, Mr. Kozak was the President and founder of Siwash Ventures
where he assembled an advisory board of senior executives from the Vancouver
area to analyze and recommend investment and business development strategies to
technology companies. From 1992 to 1998 he held the position of President with
Digital Courier International, Inc., an industry extranet that networked over
7,000 radio stations, 1500 advertising and 400 production facilities. Following
the sale by Digital Courier International of its assets and technology to
Digital Generations Systems Inc. in 1998, Mr. Kozak was appointed by Digital
Generations Systems as its VP, Marketing and Business Development and served in
that capacity for two years.
Mr. Kozak's current management agreement, dated May 1, 2002, calls for
payment of a base salary of CDN$220,000 (approximately $179,000) per annum
subject to increase from time to time plus incentive compensation as determined
by our incentive compensation plan. Our incentive compensation plan expired on
July 31, 2002. The agreement with Mr. Kozak requires us to pay a termination
allowance in the event of the termination of Mr. Kozak's employment except for
just cause. The termination allowance is equal to the annual salary. In the
event that the employment of Mr. Kozak is terminated within 12 months of an
acquisition, hostile takeover or merger, and the termination is without cause,
we, at our option, will either (i) pay upon termination an amount equal to the
salary payable to Mr. Kozak of one year from the date of termination plus one
month for each year of employment up to a maximum of two-and-a-half years or
(ii) pay upon termination an amount equal to the salary payable on the
termination date.
A copy of the press release announcing these developments is attached to
this Form 8-K as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
Exhibit
Number Description
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99.1 Press release issued July 7, 2005
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this Report to be signed on its behalf
by the undersigned thereunto duly authorized.
SMARTIRE SYSTEMS INC.
Date: July 7, 2005 By: /s/ Jeff Finkelstein
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Jeff Finkelstein
Chief Financial Officer