-----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, OmbP+Krx/pj6lowijGI7MQ0pNdsRB3Tzx8/i6V3Cz6/wE9aVp1hewWaDhvf5DyFy EptwPotoq6j6QB4hS0ILRA== 0000950134-05-015039.txt : 20050808 0000950134-05-015039.hdr.sgml : 20050808 20050805185817 ACCESSION NUMBER: 0000950134-05-015039 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050801 ITEM INFORMATION: Entry into a Material Definitive Agreement 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: 20050808 DATE AS OF CHANGE: 20050805 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STARTEK INC CENTRAL INDEX KEY: 0001031029 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 841370538 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12793 FILM NUMBER: 051004100 BUSINESS ADDRESS: STREET 1: 100 GARFIELD STREET CITY: DENVER STATE: CO ZIP: 80206 BUSINESS PHONE: 3033616000 MAIL ADDRESS: STREET 1: 100 GARFIELD STREET CITY: DENVER STATE: CO ZIP: 80206 8-K 1 d27728e8vk.htm FORM 8-K e8vk
 

 
 
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): August 1, 2005
STARTEK, INC.
 
(Exact name of Registrant as specified in its charter)
         
DELAWARE   1-12793   84-1370538
 
(State or other jurisdiction of incorporation or organization)   (Commission File Number)   (I.R.S. Employer Identification No.)
100 Garfield Street, Denver, Colorado 80206
 
(Address of principal executive offices; zip code)
(303) 399-2400
 
(Registrant’s telephone number, including area code)
 
(Former name, former address and former fiscal year, if changed since last report)
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 the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

ITEM 1.01.   Entry Into Material Definitive Agreement
On August 1, 2005, StarTek, Inc. and Rodd E. Granger entered into an offer letter in connection with the appointment of Mr. Granger as Executive Vice President and Chief Financial Officer of StarTek, Inc. The letter provides for an annual salary of $220,000 per year, subject to future increases based upon performance and goal achievements. Mr. Granger is eligible to participate in the StarTek Leadership Incentive Plan, wherein he may receive a bonus of up to 50% of his actual base earnings effective as of August 1, 2005. The portion of the aforementioned 50% bonus that Mr. Granger receives is dependent on the level of achievement toward corporate-wide financial targets, as described in the StarTek Leadership Incentive Plan. Mr. Granger was also awarded 65,000 shares of StarTek, Inc. common stock at a strike price of $16.52, the price of StarTek, Inc.’s common stock as of the close of the stock market on Friday July 29, 2005. These options will vest ratably over a 5 year period.
If Mr. Granger’s employment at StarTek, Inc. terminates for any reason other than “cause,” he will receive twelve months of severance. For the purposes of this agreement, “cause” shall require a reasonable good faith determination by StarTek, Inc. and is defined as (1) an act or acts constituting a felony; (2) an act or acts constituting dishonesty or disloyalty with respect to StarTek; (3) an act or acts constituting fraud; and/or (4) an act or acts that materially adversely affect StarTek’s business or reputation.
Mr. Granger previously signed a standard Form of Indemnification Agreement with StarTek, Inc. upon his initial appointment to Interim CFO in May of 2005. This Indemnification Agreement is hereby incorporated by reference to Exhibit 10.49 to our Form 10-K for the year ended December 31, 2004.
ITEM 5.02.   Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
On August 1, 2005, StarTek, Inc. appointed Rodd E. Granger as Executive Vice President and Chief Financial Officer, effective immediately. Mr. Granger, 40, has been a Vice President of StarTek since July 2004, and previously served as Interim Chief Financial Officer from October 1, 2004, to January 3, 2005 and from March 1, 2005 to August 1, 2005. From 1997 to July 2003, he held several officer level positions at TeleTech Holdings, Inc., most recently as Vice President — Global Pricing Strategies. Prior to joining TeleTech, Mr. Granger worked in finance at US West Communications and was an audit manager with KPMG Peat Marwick.
ITEM 9.01.   Exhibits
     
Exhibit No.   Description
10.23
  Offer Letter for Rodd E. Granger, effective as of August 1, 2005

 


 

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 thereunto duly authorized.
         
  STARTEK, INC.
 
 
Date: August 4, 2005  By:   /s/ Steven D. Butler    
    Steven D. Butler   
    President and Chief Executive Officer   
 

 


 

Exhibit Index
     
Exhibit No.   Description
10.23
  Offer Letter for Rodd E. Granger, effective as of August 1, 2005

 

EX-10.23 2 d27728exv10w23.htm OFFER LETTER exv10w23
 

EXHIBIT 10.23
August 1, 2005
Dear Rodd:
It is my pleasure to offer you a promotion into the position of Executive Vice President, Chief Financial Officer with StarTek, Inc. The position will report directly to the President and Chief Executive Officer of StarTek, Inc.
Base Compensation
Your base compensation will be $220,000 per year, paid semi-monthly. You will be eligible for future annual salary increases based upon performance and goal achievements.
Stock Options
You are awarded options to purchase 65,000 shares of StarTek, Inc. common stock at a strike price effective at the close of the stock market on Friday, July 29, 2005, as approved by the StarTek Compensation Committee.
Variable Compensation Eligibility
You are eligible to continue participation in the StarTek Leadership Incentive Compensation Plan. Your targeted incentive eligibility is increased to 50% of your actual base earnings effective on the day in which you accept this offer. You bonus incentive is 100% based on achievement toward corporate-wide financial targets.
Severance
StarTek will offer you twelve (12) months of severance in the event of termination of employment from StarTek, Inc. other than for “cause.” “Cause” shall require a reasonable good faith determination by StarTek, Inc. and is defined as (1) an act or acts constituting a felony; (2) an act or acts constituting dishonesty or disloyalty with respect to StarTek; (3) an act or acts constituting fraud; and/or (4) an act or acts that materially adversely affect StarTek’s business or reputation.
Other Benefits
StarTek will continue to offer you Executive Life, Long-Term Disability, and Accidental Death and Dismemberment insurance. Additionally, your PTO accrual will remain unchanged. Lastly, you will continue to be compensated for health insurance premiums.
Employment at Will
Your employment by StarTek, Inc. is “at will” meaning that you are free to terminate your employment with StarTek, Inc. at any time for any reason and that StarTek, Inc. is also free to terminate your employment at any time for any reason.
Rodd, I am so pleased to have your on-going exceptional service level and commitment to StarTek and to see you move into a new phase in your career development.
Sincerely,
/s/ Steve Butler
 
Steve Butler
President and Chief Executive Officer
I, Rodd Granger, accept this offer with StarTek, Inc.
       
Signed
  /s/ Rodd Granger .
 
   
Date
  8/1/05 .
 
   

 

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