0000746210-16-000144.txt : 20161006 0000746210-16-000144.hdr.sgml : 20161006 20161006160724 ACCESSION NUMBER: 0000746210-16-000144 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160930 ITEM INFORMATION: Other Events FILED AS OF DATE: 20161006 DATE AS OF CHANGE: 20161006 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GLOWPOINT, INC. CENTRAL INDEX KEY: 0000746210 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 770312442 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35376 FILM NUMBER: 161924967 BUSINESS ADDRESS: STREET 1: 1776 LINCOLN STREET STREET 2: SUITE 1300 CITY: DENVER STATE: CO ZIP: 80203 BUSINESS PHONE: 303-640-3838 MAIL ADDRESS: STREET 1: 1776 LINCOLN STREET STREET 2: SUITE 1300 CITY: DENVER STATE: CO ZIP: 80203 FORMER COMPANY: FORMER CONFORMED NAME: GLOWPOINT INC DATE OF NAME CHANGE: 20031112 FORMER COMPANY: FORMER CONFORMED NAME: WIRE ONE TECHNOLOGIES INC DATE OF NAME CHANGE: 20000606 FORMER COMPANY: FORMER CONFORMED NAME: VIEW TECH INC DATE OF NAME CHANGE: 19950418 8-K 1 form8-kxutcagreement.htm 8-K 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):  September 30, 2016
 
GLOWPOINT, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
 
25940
 
77-0312442
(State or other jurisdiction of incorporation or organization)
 
(Commission file number)
 
(I.R.S. Employer
Identification Number)
 
 
 
 
 
1776 Lincoln Street, Suite 1300
Denver, Colorado
 
80203
(Address of principal executive offices)
 
(Zip Code)
 
Registrant’s telephone number, including area code:  (303) 640-3838
 
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 (17 CFR 230.425)
 
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 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 8.01    Other Events
    
On September 30, 2016, Glowpoint, Inc. (the “Company”) entered into a settlement agreement with UTC Associates Inc. (“UTC”) related to claims that have been or could have been asserted against one another, including but not limited to claims in the litigation styled UTC Associates Inc. v. Glowpoint Inc., pending before the United States District Court for the Southern District of New York (No. 1:15-cv-05795-VEC) (the “Litigation”). The Litigation involved allegations that Glowpoint failed to pay amounts allegedly due under a Technology Development & Operations Outsourcing arrangement dated June 30, 2010.

Pursuant to the Settlement Agreement, (i) the Company paid $325,000 to UTC on September 30, 2016; (ii) the Company and UTC entered into a new services agreement pursuant to which the Company will purchase services from UTC subject to certain terms and conditions set forth therein; and (iii) the Company will issue shares of the Company’s common stock to UTC. Upon payment and delivery of the foregoing, both the Company and UTC will dismiss their respective claims in the Litigation, and each party has released the other party of all potential claims against the other party, including those that were or could have been asserted in the Litigation.



 




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.
 
Date: October 6, 2016
 
 
 
 
 
 
GLOWPOINT, INC.
 
 
 
 
 
 
 
By:
/s/ David Clark
 
 
David Clark
 
 
Chief Financial Officer