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): January 16, 2006
NEWGEN TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Nevada 000-23365 33-0840184
(State or Other Jurisdiction (Commission File (I.R.S. Employer
of Incorporation) Number) Identification Number)
6000 Fairview Road, 12th Floor, Charlotte, North Carolina 28210
(Address of principal executive offices) (zip code)
(704) 552-3590
(Registrant's telephone number, including area code)
Copies to:
Thomas A. Rose, Esq.
Yoel Goldfeder, Esq.
Sichenzia Ross Friedman Ference LLP
1065 Avenue of the Americas
New York, New York 10018
Phone: (212) 930-9700
Fax: (212) 930-9725
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 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
On January 16, 2006, stockholders of NewGen Technologies, Inc. (the
"Company"), holding a majority of the outstanding shares of common stock of the
Company, removed John King as a member of the Board of Directors of the Company.
Subsequent to the foregoing, at a meeting of the Board of Directors of the
Company, Scott Deininger, who is the Company's Chief Financial Officer, was
appointed as a member of the Board of Directors of the Company along with Noel
M. Corcoran. In addition, Michael F. D'Onofrio, the Company's Vice President of
Strategic Development was promoted to Senior Vice President.
Noel M. Corcoran
Noel Corcoran, 54, has led his own tax consulting firm, Noel M. Corcoran &
Associates, since 1984. During that time, he has served as a financial and tax
advisor to many corporations and high net worth individuals both in Ireland and
internationally. He has also been President of the Irish Taxation Institute and
serves as a director of many companies. He has a Commerce Degree from University
College Dublin and is a Fellow of the Irish Taxation Institute.
Michael F. D'Onofrio
Prior to joining the Company, Mr. D'Onofrio founded Treasure Coast Capital
Partners, a boutique investment banking firm focusing on mergers & acquisitions,
divestitures and raising capital. Mr. D'Onofrio specialized in real estate
development, manufacturing, distribution and the medical industry. Mr. D'Onofrio
also previously worked with a private group of investors in the medical industry
opening multiple diagnostic imaging facilities across the United States. Most
recently in Chicago, he opened several sites utilizing some of the most advanced
diagnostic imaging and MRI technology available today. Michael started his
career with The Sherwin-Williams Company, covering many of the largest national
retailer's private label projects and domestic expansion. He managed and trained
a new sales forces, developed innovative marketing programs and implemented new
products. Mr. D'Onofrio obtained his MBA from Nova Southeastern University's
Huizenga Graduate School of Business and Entrepreneurship in Ft. Lauderdale,
Florida after undergraduate studies in Business at John Carroll University in
Cleveland, Ohio.
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
NEWGEN TECHNOLOGIES, INC.
Dated: January 20, 2006 By: /s/ Scott Deininger
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Name: Scott Deininger
Title: Chief Financial Officer
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