-----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, QL2HYhsRE16OohMKtZwQ5+gmKgL3TYG0PzRcBph3ZuMGjQH5nuDEFPdaIXt34eC0 V15UNt6kMf5yiBuWGtT40A== 0001072613-06-001247.txt : 20060524 0001072613-06-001247.hdr.sgml : 20060524 20060524085421 ACCESSION NUMBER: 0001072613-06-001247 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060518 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: 20060524 DATE AS OF CHANGE: 20060524 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SPIRE CORP CENTRAL INDEX KEY: 0000731657 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 042457335 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-12742 FILM NUMBER: 06862923 BUSINESS ADDRESS: STREET 1: ONE PATRIOTS PARK CITY: BEDFORD STATE: MA ZIP: 01730-2396 BUSINESS PHONE: 6172756000 MAIL ADDRESS: STREET 2: ONE PATRIOTS PARK CITY: BEDFORD STATE: MA ZIP: 01730-2396 8-K 1 form8-k_14414.txt FORM 8-K (MAY 18, 2006) ================================================================================ 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): May 18, 2006 -------------------------------------------------------------- SPIRE CORPORATION - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Massachusetts 0-12742 04-2457335 - -------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) One Patriots Park, Bedford, Massachusetts 01730-2396 - ----------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) (781) 275-6000 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) 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 240.14d-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 PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS. On May 18, 2006, the Board of Directors of Spire Corporation (the "Company") approved the appointment of Christian Dufresne as Chief Financial Officer, effective May 18, 2006. On May 24, 2006, the Company issued a press release announcing Dr. Dufresne's appointment, a copy of which is attached hereto as Exhibit 99.1. Dr. Dufresne, age 43, most recently served as Vice President - Corporate Planning of the Company, and has served in this role since 2005. Prior to that Dr. Dufresne held the title of Chief Financial Officer for Spire Biomedical, where he was engaged in financing activities with that business unit and was involved in its licensing and contracting activities. He has been with the Company for six years. Prior to working with Spire, he was a Consultant for Stratford Associates, a market research firm that perform economic market modeling for Fortune 500 companies. Dr. Dufresne holds a Ph.D. in Economics with concentrations in industrial organization and finance from Clark University. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (d) EXHIBITS Exhibit No. Description ----------- ----------- 99.1 Press Release of the Company dated May 24, 2006. 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. SPIRE CORPORATION Date: May 24, 2006 By: /s/ Roger G. Little ------------------------------------- Roger G. Little President and Chief Executive Officer EXHIBIT INDEX Exhibit No. Description ----------- ----------- 99.1 Press Release of the Company dated May 24, 2006. EX-99.1 2 exhibit99-1_14414.txt PRESS RELEASE EXHIBIT 99.1 ------------ SPIRE CORPORATION NEWS RELEASE SPIRE CORPORATION APPOINTS DR. CHRISTIAN DUFRESNE AS CFO Bedford, MA -- May 24, 2006 -- Spire Corporation (Nasdaq: SPIR), today announced that Dr. Christian Dufresne has been appointed to the position of Chief Financial Officer, replacing James F. Parslow. Dr. Dufresne has been with Spire for six years. Most recently, he has served as Vice President - Corporate Planning at Spire Corporation, and has previously held the position of Chief Financial Officer of Spire Biomedical. In his role as Vice President - Corporate Planning, Dr. Dufresne has taken a leadership role in defining the strategic direction of the Company and also led the Company's recent financing. In his new position he will continue to focus on development and execution of strategies for corporate growth. Roger G. Little, Chairman and CEO of Spire Corporation, said, "Chris has demonstrated leadership and fiscal responsibility at Spire, at both the product line and corporate levels. I am confident in his abilities to plan and manage the Company's finances." Dr. Dufresne has a doctorate in economics from Clark University with a concentration in industrial organization and finance. Prior to working with Spire Corporation, he was a Consultant for Stratford Associates, a market research firm that performs economic market modeling for Fortune 500 companies. Dr. Dufresne will be supported by a new Chief Accounting Officer, yet to be identified, who will be responsible for all accounting issues including compliance with Sarbanes-Oxley requirements. About Spire Corporation - ----------------------- Spire Corporation is a diversified technology company providing innovative solar energy manufacturing equipment, biomedical devices and optoelectronic components. Spire offers full, turnkey solutions for wafer, cell and module manufacturing equipment for the solar photovoltaic industry worldwide. For more information visit www.spirecorp.com. Contact: Spire Corporation Roger G. Little, Chairman & CEO Tel. 781-275-6000 Certain matters described in this news release may be forward-looking statements subject to risks and uncertainties that could cause actual results to differ materially from those indicated in the forward-looking statements. Such risks and uncertainties include, but are not limited to, the risk of dependence on market growth, competition and dependence on government agencies and other third parties for funding contract research and services, as well as other factors described in the Company's Form 10-KSB filed with the Securities and Exchange Commission. -----END PRIVACY-ENHANCED MESSAGE-----