0001144204-06-052360.txt : 20061213 0001144204-06-052360.hdr.sgml : 20061213 20061213114935 ACCESSION NUMBER: 0001144204-06-052360 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061208 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061213 DATE AS OF CHANGE: 20061213 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEOMEDIA TECHNOLOGIES INC CENTRAL INDEX KEY: 0001022701 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 363680347 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21743 FILM NUMBER: 061273395 BUSINESS ADDRESS: STREET 1: 2201 SECOND ST STE 600 STREET 2: STE 600 CITY: FORT MYERS STATE: FL ZIP: 33901 BUSINESS PHONE: 6303554404 MAIL ADDRESS: STREET 1: 2201 SECOND STREET STREET 2: SUITE 600 CITY: FORT MYERS STATE: FL ZIP: 33901 FORMER COMPANY: FORMER CONFORMED NAME: DEVSYS INC DATE OF NAME CHANGE: 19960911 8-K 1 v060218_8k.htm

U.S. 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 8, 2006

NEOMEDIA TECHNOLOGIES, INC.

(Exact Name of Registrant as Specified in its Charter)


Delaware	0-21743	36-3680347
(State or Other Jurisdiction Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2201 Second Street, Suite 600, Fort Myers, Florida		33901
(Address of Principal Executive Offices)		(Zip Code)

	(239) - 337-3434
	(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):

[ ]

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; Compensatory Arrangements of Certain Officers.

On December 8, 2006 NeoMedia Technologies, Inc. (“NeoMedia”) accepted the resignation of Charles T. Jensen, 63, from his roles as President, Chief Executive Officer and a member NeoMedia’s board of directors, effective immediately.

Charles W. Fritz, 50, has assumed the role of interim Chief Executive Officer, effective immediately. Mr. Fritz will retain his position as Chairman of NeoMedia’s board of directors, and will act as Chief Executive Officer on an interim basis until such time as a permanent replacement is appointed by NeoMedia’s board of directors.

Charles W. Fritz is a founder of NeoMedia and has served as an officer and as a Director of NeoMedia since its inception. On August 6, 1996, Mr. Fritz was appointed Chief Executive Officer and Chairman of the Board of Directors. On April 2, 2001, Mr. Fritz was appointed as President where he served until June 2002. Mr. Fritz is currently a member of the Compensation Committee. Prior to founding NeoMedia, Mr. Fritz was an account executive with IBM Corporation from January 1986 to January 1988, and Director of Marketing and Strategic Alliances for the information consulting group from February 1988 to January 1989. Mr. Fritz holds an M.B.A. from Rollins College and a B.A. in finance from the University of Florida. Mr. Fritz is the son of William E. Fritz, a member of NeoMedia’s board of directors.

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.


	NeoMedia Technologies, Inc. (Registrant)

Date: December 13, 2006	By:	/s/ Charles W. Fritz
		Charles W. Fritz, Acting Chief Executive Officer

EXHIBIT INDEX

Exhibit No.		Description
16.1		Press release dated December 12, 2006

EX-16.1 2 v060218_ex16-1.htm

Exhibit 16.1

For Immediate Release

Press Contacts:

Charles W. Fritz	David A. Kaminer
NeoMedia Technologies, Inc.	The Kaminer Group
+(239) 337-3434	+(914) 684-1934
cfritz@neom.com	dkaminer@kamgrp.com

NeoMedia Announces Resignation of President and CEO

FORT MYERS, Fla., Dec. 12, 2006 - NeoMedia Technologies, Inc. (OTC BB: NEOM), a leader in market-driven technologies, today announced the resignation of Charles T. Jensen as president, CEO and a member of the Board, and that Charles W. Fritz, NeoMedia’s founder, chairman and visionary, has assumed the role of interim CEO.

In step with its revised mobile marketing strategy of targeting corporate resources on the continued enhancement and ongoing marketing and launch of its patented qode® suite of cell phone-based direct-to-mobile-web products, NeoMedia also announced a series of cost-cutting measures, including across-the-board salary reductions for the company’s senior-level executives.

Mr. Jensen, 63, joined NeoMedia at its inception in 1995 as CFO, and was named president, COO and interim CEO in June 2002, succeeding Mr. Fritz, 50. In September 2004, he was named CEO.

“No one worked harder or longer on behalf of NeoMedia than Chuck Jensen,” Mr. Fritz said. “Under his leadership, NeoMedia made its entrance into the mobile industry and expanded international marketing and sales efforts. Personally and professional, we extend our best wishes to Chuck.”

Mr. Fritz said that NeoMedia is continuing to move forward with its revised strategy, including the recent divestitures of subsidiaries Mobot and Sponge, along with the sale of its micro paint business unit.

About NeoMedia Technologies, Inc.

NeoMedia Technologies, Inc. (www.neom.com), is a diversified global company offering leading edge, technologically advanced products and solutions for companies and consumers, built upon its solid family of patented products and processes, and management experience and expertise. Its NeoMedia Mobile group of companies offers end-to-end mobile enterprise and mobile marketing solutions through its flagship qode direct-to-mobile-web technology and ground-breaking products and services from four of the leading mobile marketing providers in the U.S. and Europe. By linking consumers and companies to the interactive electronic world, NeoMedia delivers one-to-one, permission-based, personalized and profiled dialogue -- anytime and anywhere.

NeoMedia’s patented qode (www.qode.com) suite is an easy-to-use set of applications, including qode®reader and qode®window, which provide One Click to Content™ connectivity for products, print, packaging and other physical objects to link directly to specific desired content on the Mobile Internet. qode®reader works with camera phones, letting users “click” on two-dimensional “smart codes” to access the Mobile Web site to which the code is linked, while qode®window lets users reach the same destination by entering a key word, slogan, or product barcode number.

This press release contains forward-looking statements within the meaning of section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. With the exception of historical information contained herein, the matters discussed in this press release involve risk and uncertainties. Actual results could differ materially from those expressed in any forward-looking statement.

qode is a registered trademark, and qode®reader, qode®window and One Click to Content are trademarks of NeoMedia Technologies, Inc. Other trademarks are properties of their respective owners.