-----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, M10BbsIdkHLdIsBUsAEhLHcQrp+K8lMCfv4PcfH86/lB0ki08HDrptTqshv2yQj1 a7fAtmzDjNIDB2TopHjEyA== 0001144204-05-019412.txt : 20050620 0001144204-05-019412.hdr.sgml : 20050617 20050620165030 ACCESSION NUMBER: 0001144204-05-019412 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050620 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: 20050620 DATE AS OF CHANGE: 20050620 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ONSCREEN TECHNOLOGIES INC CENTRAL INDEX KEY: 0001108967 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 841463284 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-29923 FILM NUMBER: 05906239 BUSINESS ADDRESS: STREET 1: 200 9TH AVENUE NORTH STREET 2: STE 210 CITY: SAFETY HARBOR STATE: FL ZIP: 34695 BUSINESS PHONE: 727-797-6664 MAIL ADDRESS: STREET 1: 200 9TH AVENUE NORTH STREET 2: STE 210 CITY: SAFTETY HARBOR STATE: FL ZIP: 34695 FORMER COMPANY: FORMER CONFORMED NAME: NEW MILLENNIUM MEDIA INTERNATIONAL INC DATE OF NAME CHANGE: 20000310 8-K 1 v020412_8k.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): June 20, 2005 Commission File Number: 0-29195 ONSCREEN TECHNOLOGIES, INC. (Name of Small Business Issuer in Its Charter) ------------------- Colorado 84-1463284 (State or jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 200 9th Avenue North, Suite 210, Safety Harbor, Florida 34695 (Address of Principal Executive Offices) (zip code) (727) 797-6664 (Registrant's telephone number) -------------------------- 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 240.1 4d-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. Effective June 13, 2005 Charles Baker was appointed by the Company Board of Directors to serve as the Chairman of the Board of Directors for a term of three years. Mr. Baker will be actively employed by the Company on a daily basis. He shall receive an annual salary of $225,000 and will be entitled to receive up to 5 million common shares upon the Company achieving certain milestone criteria and will be reimbursed for all company expenses related to travel, entertainment, health insurance, vehicle use and lodging. Charles Baker was appointed to the Company Board of Directors, effective March 1, 2005. Baker is an experienced global business executive with a 25 year track record of building and implementing successful business strategies. He has extensive experience in building world class teams and leading companies through significant phases of growth. He comes to OnScreen from Vesta Corp., a leading technology company focused on virtual payments, where he was President of Vesta International. Prior to Vesta, he was CEO/Managing Director of Starbucks Coffee Company, Australia. He also spent many years at NIKE where, as General Manager/Divisional Vice President of NIKE Global Retail, he led the growth of a $1.2 billion global business in 16 countries. He was also a member of NIKE's Executive Leadership Team which was responsible for leading the strategy of NIKE's $12 billion worldwide business. In addition, Baker was the CEO of a leading Internet company and General Manager of a industry leading apparel company, both of which he led through successful acquisitions. Mr. Baker currently owns a warrant to purchase 100,000 shares of the Company's $0.001 par value per share common stock at a price of $0.75 per share at any time within 3 years of the March 31, 2005 date of issuance. 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 thereunto duly authorized. Signed and submitted this 20th day of June 2005. OnScreen Technologies, Inc. (Registrant) by: /s/ John Thatch ------------------------------------- John Thatch as President/CEO/Director EX-99.1 2 v020412_ex99-1.txt Exhibit 99.1 Press Release Source: OnScreen Technologies, Inc. OnScreen Technologies Inc. Names Charles R. Baker as Chairman of the Board & an Active Corporate Officer Monday June 20, 10:00 am ET SAFETY HARBOR, Fla.--(BUSINESS WIRE)--June 20, 2005--OnScreen Technologies, Inc. (OTCBB:ONSC - News), a leading provider of innovative signage technology and solutions, including the newly released living window(TM) display, CEO John "JT" Thatch announced today that Charles R. Baker has been named Chairman of the Board and an active Corporate Officer to help lead the company in proliferating its technology. In this position, Baker will be actively involved in all aspects of OnScreen's operations with the intent to focus on enhancing the Company's capabilities in product delivery, market penetration, increased sales and profitability. Baker is an experienced global business executive with a 25 year track record of building and implementing successful business strategies. He has extensive experience in building world class teams and leading companies through significant phases of growth. He comes to OnScreen from Vesta Corp., a leading technology company focused on virtual payments, where he was President of Vesta International. Prior to Vesta, he was CEO/Managing Director of Starbucks Coffee Company, Australia. He also spent many years at NIKE where, as General Manager/Divisional Vice President of NIKE Global Retail, he led the growth of a $1.2 billion global business in 16 countries. He was also a member of NIKE's Executive Leadership Team which was responsible for leading the strategy of NIKE's $12 billion worldwide business. In addition, Baker was the CEO of a leading Internet company and General Manager of a industry leading apparel company, both of which he led through successful acquisitions. "I am excited to be joining OnScreen at this critical time in its history. With our delivery of the living window(TM) into the marketplace it is imperative that we maximize our efficiencies and our ability to provide world class customer service and support along with this exciting new technology. I look forward to working with our management team to review all aspects of the Company's operations and presenting to the Board of Directors a plan to become the leader in our industry," said Baker. Mark Chandler, OnScreen's Chief Operations Officer, commented, "Charlie's experience in operations, organizational development, retail and technology background and track record of delivering results will be welcome at OnScreen. I believe his leadership, enthusiasm and strategic capability will enable OnScreen to reach a new level of growth and market leadership." Chandler spent 23 years throughout Sara Lee Corporation's global organization in senior executive positions. About the Company: OnScreen Technologies, using a revolutionary patent-pending technology, is developing next generation LED video displays to provide communication solutions for both commercial advertising and government agency signage markets, including The Department of Transportation, Homeland Security, law enforcement, and emergency responders. The OnScreen technology produces LED display signs that are lighter, brighter and less expensive to install and support than current LED signs in the marketplace. More about OnScreen Technologies is available at http://www.onscreentech.com, http://www.redialert.com, http://www.rediad.com and http://www.thelivingwindow.com Cautionary Warning Regarding Forward Looking Statements: This press release contains "forward-looking statements," that may be identified by terminology such as "may," "will," "should," "could," "expects," "plans," "intends," "anticipates," "believes," "estimates," "predicts," "potential" or "continue" or the negative of such terms and other comparable terminology. Actual results may differ materially from the predictions discussed. Additional factors that could materially affect our forward-looking statements include general economic and business conditions; the future results of projected contracts being executed; changes in the market place through zoning and government regulations involving LED (led emitting diodes); the success of our brand awareness campaign; ability to raise additional capital; competition; ability to build strategic relationships with manufacturers and/or customers; the protection of our intellectual property rights; and other factors over which the Company has little or no control, including those that the Company incorporates by reference in its Form 8-Ks, 10-Ks, and 10-Qs that it periodically files with the SEC. Contact: OnScreen Technologies, Inc., Safety Harbor John Thatch, 727-797-6664 http://www.onscreentech.com http://www.redialert.com http://www.rediad.com or Cameron Associates Peter Seltzberg, 212-554-5487 -----END PRIVACY-ENHANCED MESSAGE-----