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) October 14, 2005

SIMPLETECH, INC.

(Exact name of registrant as specified in charter)

California	000-31623	33-0399154
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

3001 Daimler Street, Santa Ana, California	92705-5812
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (949) 476-1180

N/A

(Former Name or Former Address, 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:

¨ 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 1.01.   Entry into a Material Definitive Agreement.

At its regularly scheduled meeting held on October 14, 2005, the Board of Directors (the “Board”) of SimpleTech, Inc. (the “Company”) approved an increase in the compensation to its non-employee directors. The fee to non-employee directors for attendance at each meeting of the Company’s Board increased from $3,000 per meeting to $5,000 per meeting. Non-employee directors will not receive any compensation for attendance at meetings of the various committees of the Board. No changes were made to the other compensation arrangements for the non-employee directors.

A summary of the Company’s current non-employee director compensation arrangements, reflecting the change referenced above, is attached as Exhibit 99.1 to this Current Report on Form 8-K.

ITEM 9.01.   Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description of Exhibit
99.1	Summary of Non-Employee Director Compensation Arrangements

SIGNATURE

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 thereunto duly authorized.

	SimpleTech, Inc.
Date: October 20, 2005	By:	/s/ Dan Moses
		Dan Moses Chief Financial Officer

Exhibit Index

Exhibit Number	Description of Exhibit
99.1	Summary of Non-Employee Director Compensation Arrangements

EX-99.1

Exhibit 99.1

SimpleTech, Inc.

Summary of Non-Employee Director Compensation Arrangements

Set forth below is a summary of the compensation arrangements for SimpleTech, Inc.’s (the “Company”) non-employee directors.

Meeting Fees: Each non-employee director receives $5,000 for attendance at each meeting of the Company’s Board of Directors (the “Board”), but does not receive any compensation for attendance at meetings of the various committees of the Board.

Equity Compensation:

Automatic Option Grants: Each non-employee director will, upon his initial election or appointment to the Board, receive an automatic option grant under the 2000 Stock Incentive Plan (“2000 Plan”) to purchase 30,000 shares of the Company’s common stock. The option will have an exercise price equal to the fair market value of the common stock on the grant date as measured by the closing price of the common stock as reported on the Nasdaq National Market on the date of grant and will carry a term of 10 years measured from the grant date, subject to earlier termination following the optionee’s cessation of service on the Board. The option will be immediately exercisable for all the option shares; however, the Company may repurchase, at the exercise price paid per share, any shares purchased under the option which are not vested at the time of the optionee’s cessation of Board service. The shares subject to each automatic grant will vest in a series of five successive equal annual installments upon the optionee’s completion of each year of Board service over the five-year period measured from the date of grant. However, the shares will immediately vest in full upon certain changes in control or ownership of the Company or upon the optionee’s death or disability while serving as a Board member.

Additional Option Grants: Each non-employee director is also eligible to receive additional option grants under the 2000 Plan as determined by a majority of the disinterested members of the Board. In general, the option will have an exercise price equal to the fair market value of the common stock on the grant date as measured by the closing price of the common stock as reported on the Nasdaq National Market on the date of grant and will have a maximum term of 10 years measured from the grant date, subject to earlier termination following the optionee’s cessation of service on the Board. The option will vest and become exercisable in successive equal annual installments of generally four or five years upon the optionee’s completion of each year of Board service measured from the date of grant. Each option will vest and become exercisable in full on an accelerated basis in the event the Company is acquired and the option is neither assumed or replaced with a cash incentive program, which preserves the spread on the unvested portion of that option and provides for subsequent payout in accordance with the same vesting schedule.

Reimbursement of Expenses: Non-employee directors are reimbursed for reasonable travel and other out-of-pocket expenses incurred in connection with attendance at meetings of the Board and committees of the Board.