-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, P2W0qkm7KRpLuWTfVzqQ3idGT9WdlXsgWqh0fcxiuA72KFc+lH+jkiZJqgamdiGJ pRNz1GqaaG7VJ2jyxARqHQ== 0001104659-04-041616.txt : 20041230 0001104659-04-041616.hdr.sgml : 20041230 20041230142225 ACCESSION NUMBER: 0001104659-04-041616 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20041227 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers FILED AS OF DATE: 20041230 DATE AS OF CHANGE: 20041230 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BIO KEY INTERNATIONAL INC CENTRAL INDEX KEY: 0001019034 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER COMMUNICATIONS EQUIPMENT [3576] IRS NUMBER: 411761861 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13463 FILM NUMBER: 041233651 BUSINESS ADDRESS: STREET 1: 1285 CORPORATE CENTER DR. STREET 2: SUITE 175 CITY: EAGAN STATE: MN ZIP: 55121 BUSINESS PHONE: 6516870414 MAIL ADDRESS: STREET 1: 1285 CORPORATE CENTER DR. STREET 2: SUITE 175 CITY: EAGAN STATE: MN ZIP: 55121 FORMER COMPANY: FORMER CONFORMED NAME: SAC TECHNOLOGIES INC DATE OF NAME CHANGE: 19961115 8-K 1 a04-15452_18k.htm 8-K

 

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):  December 27, 2004

 

BIO-key International, Inc.

(Exact name of registrant as specified in its charter)

 

Minnesota

1-13463

41-1741861

(State or other jurisdiction of
incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

 

1285 Corporate Center Drive, Suite 175

Eagan, MN 55121

(Address of principal executive offices)

 

(651) 687-0414

(Registrant’s telephone number, including area code)

 

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):

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under Exchange Act (17 CFR 240.13e-4(c))

 

 


 

Item 5.02.              Departures of Directors or Principal Executive Officers; Election of Directors; Appointment of Principal Officers.

 

On December 27, 2004 our Board of Directors increased the number of directors constituting the entire Board from four to five and filled the resulting vacancy by electing John Schoenherr to the Board.  There was no arrangement or understanding between Mr. Schoenherr and any other person pursuant to which Mr. Schoenherr was elected as a director.  Upon his election, Mr. Schoenherr was not appointed to any committee of the Board of Directors.  We expect that Mr. Schoenherr will be appointed to one or more Board Committees in the future.

 

In connection with his election to the Board, consistent with our policy applicable to newly appointed non-employee directors, we issued Mr. Schoenherr a stock option (the “Option”) to purchase 50,000 shares of common stock, $0.01 par value per share, at an exercise price of $1.39 per share, the last sale price of our common stock as reported on the OTC Bulletin Board on the date of grant.  The Option has a term of seven (7) years and vests in two equal annual installments commencing on December 27, 2005.

 

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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.

 

 

 

BIO-KEY INTERNATIONAL, INC.

Date: December 30, 2004

 

 

 

 

By:

  /S/ THOMAS J. COLATOSTI

 

 

 

Thomas J. Colatosti

 

 

 

Chairman

 

 

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