-----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, RLVrPtyaFN97mXw/BVy5ozgkxkFWCmFo3DvV5iQLFMq4bBYBHU84mo8pedAKAFrg JsA8AQfqHebwLk2kKdWVHA== 0001013762-06-001767.txt : 20060828 0001013762-06-001767.hdr.sgml : 20060828 20060828162206 ACCESSION NUMBER: 0001013762-06-001767 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060825 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: 20060828 DATE AS OF CHANGE: 20060828 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AIRTRAX INC CENTRAL INDEX KEY: 0001081372 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL TRUCKS TRACTORS TRAILERS & STACKERS [3537] IRS NUMBER: 223506376 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16237 FILM NUMBER: 061058961 BUSINESS ADDRESS: STREET 1: 870B CENTRAL AVENUE CITY: HAMMONTON STATE: NJ ZIP: 08037 BUSINESS PHONE: 609-567-7800 MAIL ADDRESS: STREET 1: 870B CENTRAL AVENUE CITY: HAMMONTON STATE: NJ ZIP: 08037 FORMER COMPANY: FORMER CONFORMED NAME: MAS ACQUISITION IX CORP DATE OF NAME CHANGE: 19990308 8-K 1 aug2720068k.txt 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): August 25, 2006 Airtrax, Inc. (Exact name of registrant as specified in its charter) New Jersey 0-25791 22-3506376 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 200 Freeway Drive Unit One, Blackwood, NJ 08012 (Address of principal executive offices and Zip Code) (856) 232-3000 Copies to: Richard A. Friedman Eric A. Pinero, 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 August 25, 2006, Peter Amico, our President and Chairman of the Board of Directors, passed away. On August 28, 2006, our Board of Directors appointed Nicholas Fenelli, our Chief Operating Officer, as Interim Chief Executive Officer. There are no understandings or arrangements between Mr. Fenelli and any other person pursuant to which Mr. Fenelli was selected as an executive officer. Furthermore, since December 31, 2005 Mr. Fenelli has not entered into a transaction, nor is there any proposed transaction, between Mr. Fenelli and us. Mr. Fenelli does not have any family relationship with any director, executive officer or person nominated or chosen by us to become a director or executive officer. We issued a press release on August 28, 2006 announcing the passing of Mr. Amico and the appointment of Mr. Fenelli as our Interim Chief Executive Officer as described above which is attached hereto as Exhibit 99.1. In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. Item 9.01 Financial Statements and Exhibits. (a) Financial statements of business acquired. Not applicable. (b) Pro forma financial information. Not applicable. (c) Exhibits. Exhibit Number Description - -------------------------------------------------------------------------------- 99.1 Press Release of Airtrax, Inc. dated as of August 28, 2006. 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. Airtrax, Inc. Date: August 28, 2006 /s/ Nicholas Fenelli -------------------- Nicholas Fenelli Interim Chief Executive Officer EX-99 2 ex991.txt EXHIBIT 99.1 Airtrax Community Mourns Death of CEO Peter Amico BLACKWOOD, N.J., Aug. 28 /PRNewswire-FirstCall/ -- Airtrax, Inc. (OTC Bulletin Board: AITX - News), a developer of patented, Omni-Directional technology with military and commercial applications, announced today that Company CEO Peter Amico passed away over the weekend on August 25, 2006. In addition, on August 28, 2006 the Company's Board of Directors appointed Nicholas Fenelli, the Company's Chief Operating Officer, as the Interim Chief Executive Officer of Airtrax. Fenelli stated, "Pete's death is a shock to us all. This is a very, very sad day for anyone who ever had the opportunity to work with Pete firsthand. Everyone in the Airtrax community sends their prayers, kind thoughts, and condolences to the Amico family. His years of dedication and commitment to Airtrax as a company founder, entrepreneur, team leader, and friend will never be forgotten and our collective thoughts and prayers will be with Pete forever." The Board of Directors will be meeting this week to discuss further changes and actions that will be taken, as warranted, in an attempt to minimize disruptions to the Company's ongoing operations. Further Company updates will be provided to the financial community as information becomes available. A memorial funeral service will be held at noon on Wednesday in the Pancoast Funeral Home, 676 S. Main Road, Vineland, NJ, where relatives and friends will be received after 10:30 a.m. Masonic funeral services will be held at the same location beginning at 11:45 a.m. In lieu of flowers, memorial contributions may be made to the Deborah Hospital, P.O. Box 820, Browns Mills, NJ, 08015-0820. About Airtrax, Inc.: A U.S.-based developer of Omni-Directional technology, Airtrax designs and manufactures Omni-Directional vehicles. The Airtrax patented wheel was designed and developed by Airtrax after receiving a technology transfer from the U.S. Navy in the form of a Cooperative Research and Development Agreement (CRADA). The SIDEWINDER(TM) Omni-Directional Lift Truck and the Airtrax Cobra(TM) and King Cobra(TM) aerial work platforms (AWPs) are the first Omni-Directional vehicles using Omni-Directional technology and the patented Airtrax wheel to be commercially produced. The nearly maintenance-free design also reduces maintenance costs, delivering cost efficiencies to companies both large and small. The Airtrax-patented Omni-Directional wheel is manufactured exclusively for Airtrax vehicles. For more information and to view a must-see product demonstration, visit http://www.airtrax.com. For further information, contact: At the Company: Airtrax Inc. 856-232-3000 http://www.airtrax.com Investor Relations: Equity Performance Group Don Wilkinson 617-723-0070 don@equityperfgp.com http://www.equityperformancegroup.com The Private Securities Litigation Reform Act of 1995 provides a "Safe harbor" for forward-looking statements. Certain of the statements contained herein, which are not historical facts, are forward-looking statements with respect to events, the occurrence of which involved risks and uncertainties. These forward-looking statements may be impacted, either positively or negatively, by various factors. Information concerning potential factors that could affect the company is detailed from time to time in the company's reports filed with the Securities and Exchange Commission. -----END PRIVACY-ENHANCED MESSAGE-----