-----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, PMBsbTEDGUJMELaAQucjQJXKf8SoKbpdYDn6C9G2x8y77XuE7WQJHzWYa3USrBHw P7gmIpBbynd0sGep7B+KhQ== 0001144204-08-017357.txt : 20080325 0001144204-08-017357.hdr.sgml : 20080325 20080325172050 ACCESSION NUMBER: 0001144204-08-017357 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080319 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20080325 DATE AS OF CHANGE: 20080325 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Clear Skies Solar, Inc CENTRAL INDEX KEY: 0001402857 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-GROCERIES & GENERAL LINE [5141] IRS NUMBER: 300401535 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-53105 FILM NUMBER: 08710106 BUSINESS ADDRESS: STREET 1: 5020 SUNRISE HIGHWAY STREET 2: SUITE 227 CITY: MASSAPEQUA STATE: NY ZIP: 11762 BUSINESS PHONE: (516) 809-0498 MAIL ADDRESS: STREET 1: 5020 SUNRISE HIGHWAY STREET 2: SUITE 227 CITY: MASSAPEQUA STATE: NY ZIP: 11762 FORMER COMPANY: FORMER CONFORMED NAME: Clear Skies Holdings Inc DATE OF NAME CHANGE: 20071219 FORMER COMPANY: FORMER CONFORMED NAME: Bip Oil Inc DATE OF NAME CHANGE: 20070612 8-K 1 v108027_8k.htm Unassociated Document
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): March 19, 2008
 
Clear Skies Solar, Inc.
(Exact Name of Registrant as Specified in Charter)
 
Delaware
 
333-143695
 
30-0401535
(State or other jurisdiction
of incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)
     

5020 Sunrise Highway, Suite 227
Massapequa Park, New York
 
11762
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code: (516) 809-0498
 

 
(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:
 
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 DFR 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 a Material Definitive Agreement
 
On March 19, 2008, we entered into an executive employment agreement (the “Employment Agreement”) with Thomas J. Oliveri engaging Mr. Oliveri to serve as our President.

The initial term of the Employment Agreement is two years commencing on the Effective Date (as defined below), with automatic one-year renewals following this two-year period. Pursuant to the Employment Agreement, Mr. Oliveri is to receive an annual base salary of $190,000 for the first two years. Mr. Oliveri will be entitled to an annual bonus of $50,000 in the first year of employment, if we record gross revenues in excess of $5,000,000 in the twelve months following April 1, 2008. In addition, Mr. Oliveri will be entitled to an annual bonus of $75,000 in the second year of employment, if we record gross revenues in excess of $10,000,000 in the twelve months following April 1, 2009. On the Effective Date, Mr. Oliveri will receive a grant of options to purchase 225,000 shares of our common stock in accordance with our 2007 Equity Incentive Plan (the “Plan”). Such options will have an exercise price equal to the closing price per share of our common stock on the last trading day preceding the Effective Date, and will vest in three equal installments on the first three anniversaries of the Effective Date. Mr. Oliveri will also be eligible to receive further grants of awards under the Plan as our board, or the board’s compensation committee may from time to time determine.

The “Effective Date” of the Employment Agreement is the date on which Mr. Oliveri actually starts working for us on a full time basis, which will be April 14, 2008.

If Mr. Oliveri’s employment is terminated without cause, then we will be obligated to pay him, as severance, his then current annual base salary (as such is defined within the Employment Agreement), payable in accordance with our standard payroll procedures, for the following period, as applicable: six months, if the termination occurs within the first 90 days of the Employment Agreement; twelve months, if the termination occurs after the first 90 days but during the first 270 days of the Employment Agreement and for the remainder of the initial two-year term if the termination occurs after the first 270 days of the Employment Agreement. If the termination occurs after the initial two-year term, then the applicable severance shall be the remainder of the annual renewal term then in effect. If Mr. Oliveri resigns for good reason, then we will be obliged to pay him, as severance, his then current annual base salary for a period of six months. Under the Employment Agreement, if Mr. Oliveri is terminated with cause or if he voluntarily resigns (other than for good reason), then he is prohibited from competing with us during the initial two-year term of employment and for one year after the termination of his employment (should this be greater than the initial two-year term).
 

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.


 
CLEAR SKIES SOLAR, INC.
   
   
Dated: March 25, 2008
By: /s/ Robert F. Parker                                                               
 
       Name: Robert F. Parker
 
       Title: Chief Operating Officer


 
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