0001437749-12-011009.txt : 20121105 0001437749-12-011009.hdr.sgml : 20121105 20121105170821 ACCESSION NUMBER: 0001437749-12-011009 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20121031 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20121105 DATE AS OF CHANGE: 20121105 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SHFL entertainment Inc. CENTRAL INDEX KEY: 0000718789 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS MANUFACTURING INDUSTRIES [3990] IRS NUMBER: 411448495 STATE OF INCORPORATION: MN FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20820 FILM NUMBER: 121180914 BUSINESS ADDRESS: STREET 1: 1106 PALMS AIRPORT DRIVE CITY: LAS VEGAS STATE: NV ZIP: 89119 BUSINESS PHONE: 7028977150 MAIL ADDRESS: STREET 1: 1106 PALMS AIRPORT DRIVE CITY: LAS VEGAS STATE: NV ZIP: 89119 FORMER COMPANY: FORMER CONFORMED NAME: SHUFFLE MASTER INC DATE OF NAME CHANGE: 19960126 8-K 1 shfl_8k-103112.htm FORM 8-K shfl_8k-103112.htm
 
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 31, 2012
 
 
SHFL entertainment, Inc.
(Exact name of registrant as specified in its charter)


Minnesota
(State or Other Jurisdiction
of Incorporation or Organization)
0-20820
(Commission File Number)
41-1448495
(IRS Employer Identification No.)
 
 
1106 Palms Airport Drive, Las Vegas, Nevada 89119
(Address of Principal Executive Offices)
 
 
Registrant’s Telephone Number, Including Area Code: (702) 897-7150

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

On October 31, 2012, SHFL entertainment, Inc. (NASDAQ Global Select Market: SHFL) (the "Company"), entered into a Second Amendment to that certain Employment Agreement dated as of August 1, 2009, between the Company and Linster W. Fox.

The Second Amendment extends the term of Mr. Fox’s employment to January 31, 2013, unless otherwise terminated earlier in accordance with the provisions of the Employment Agreement.

The Second Amendment to the Employment Agreement for Mr. Fox is furnished as Exhibit 10.1 to this report.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits
 
10.1
Second Amendment to the Employment Agreement dated as of October 31, 2012, by and between SHFL entertainment, Inc. and Linster W. Fox.

 
 
 
 
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.

 
 
SHFL entertainment, Inc.
 
(Registrant)
   
 
Date: November 5, 2012
   
 
/s/ MICHAEL GAVIN ISAACS
 
Michael Gavin Isaacs
 
Chief Executive Officer
 
 EX-10.1 2 ex10-1.htm EXHIBIT 10.1 ex10-1.htm
 
Exhibit 10.1
 
SECOND AMENDMENT TO EMPLOYMENT AGREEMENT

Linster (“Lin”) W. Fox

This Second Amendment (the “Amendment”), is made and entered into as of this 31st day of October, 2012, and is an amendment to that certain Employment Agreement dated as of August 1, 2009, between SHFL entertainment, Inc. formerly known as Shuffle Master, Inc., a Minnesota corporation (“the Company”), and Linster (“Lin”) W. Fox, resident of Nevada (“Employee”) and amended by that certain First Amendment on May 3, 2010 (the “Employment Agreement”).  All capitalized terms used in this Amendment and not otherwise defined herein shall have the same meaning as in the Employment Agreement.

For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, paragraph 1 of the Employment Agreement is deleted in its entirety and replaced with the following:

1.           Employment.  The Company hereby employs Employee as its Executive Vice President and Chief Financial Officer (“CFO”) reporting to the Chief Executive Officer of the Company.  Employee shall perform the normal duties of that position in a U.S. public company.  Subject to the other terms and conditions hereof, Employee’s employment under this Agreement with the Company is for an initial term of approximately three years and six months (the “Term”), beginning August 1, 2009 (the “Commencement Date”), through January 31, 2013.

2.           Except as expressly amended hereby, the Employment Agreement, as amended hereby, is hereby confirmed and ratified by the parties as being and remaining in full force and effect, according to its terms and conditions, and without any further amendments or modifications.


EMPLOYER:
  
EMPLOYEE:
SHFL ENTERTAINMENT, INC.
    
     
By:
/s/ MICHAEL GAVIN ISAACS
  
/s/ LINSTER W. FOX
 
Michael Gavin Isaacs
  
Linster (“Lin”) W. Fox
Its:
Chief Executive Officer
  
Chief Financial Officer

APPROVED:
SHFL ENTERTAINMENT COMPENSATIONCOMMITTEE
 
By:
/s/ DANIEL M. WADE
 
Daniel M. Wade
Its:
Chairman


 
 
 
 
 
 
 
 
 
 
 
 
 
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