0001104659-11-023542.txt : 20110428 0001104659-11-023542.hdr.sgml : 20110428 20110428132531 ACCESSION NUMBER: 0001104659-11-023542 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110422 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20110428 DATE AS OF CHANGE: 20110428 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ITERIS, INC. CENTRAL INDEX KEY: 0000350868 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATIONS EQUIPMENT, NEC [3669] IRS NUMBER: 952588496 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08762 FILM NUMBER: 11787031 BUSINESS ADDRESS: STREET 1: 1700 CARNEGIE AVENUE STREET 2: SUITE 100 CITY: SANTA ANA STATE: CA ZIP: 92705 BUSINESS PHONE: 949-270-9400 MAIL ADDRESS: STREET 1: 1700 CARNEGIE AVENUE STREET 2: SUITE 100 CITY: SANTA ANA STATE: CA ZIP: 92705 FORMER COMPANY: FORMER CONFORMED NAME: ITERIS HOLDINGS INC DATE OF NAME CHANGE: 20031107 FORMER COMPANY: FORMER CONFORMED NAME: ODETICS INC DATE OF NAME CHANGE: 19920703 8-K 1 a11-11047_18k.htm 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):  April 22, 2011

 

ITERIS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-08762

 

95-2588496

(State or other jurisdiction of
incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

1700 Carnegie Avenue, Suite 100, Santa Ana, California

 

92705

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:  (949) 270-9400

 

Not Applicable

(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

 

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act

 

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

 

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

 

 



 

Item 5.02               Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

 

On April 22, 2011, the Board of Directors of Iteris, Inc. (the “Company”) increased the authorized number of directors to eight from seven and appointed Mikel Williams to fill the vacancy created by the increase.  Mr. Williams will serve for the term expiring at the Company’s 2011 Annual Meeting of Stockholders (the “Annual Meeting”) and will stand for election by the stockholders at the Annual Meeting.

 

Mr. Williams, age 54, has served as the chief executive officer of DDi Corporation, a leading provider of time-critical, technologically advanced electronics manufacturing services, since 2005.  He previously served as chief financial officer of DDi from 2004 to 2005.  Prior to DDi, he was president of Constellation Management Group, LLC, where he provided strategic, operational, and financial consulting services to companies in the telecommunications, software, and other technology-related industries.

 

As a non-employee director of the Company, Mr. Williams will receive the same cash and equity compensation as each of the Company’s other non-employee directors.  There is no arrangement or understanding between Mr. Williams and any other person pursuant to which he was elected as a director of the Company.  There is no familial relationship between Mr. Williams and any other director or executive officer of the Company, and there are no transactions between Mr. Williams and the Company that would require disclosure under Item 404(a) of Regulation S-K.

 

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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 hereunto duly authorized.

 

Dated: April 27, 2011

 

 

ITERIS, INC.,

 

a Delaware corporation

 

 

 

 

 

By:

     /S/ ABBAS MOHADDES

 

 

     Abbas Mohaddes

 

 

     Chief Executive Officer and President

 

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