-----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, PdpX8s6dIq/yq8Iy8T/i0VUNnt/1GQM0ADOKaMAA+JAjuAzPrlfjShAZihrelTjW hmEnOCmsfw+tarS0KFcqVA== 0001144204-04-017674.txt : 20041104 0001144204-04-017674.hdr.sgml : 20041104 20041104130258 ACCESSION NUMBER: 0001144204-04-017674 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041101 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041104 DATE AS OF CHANGE: 20041104 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SAFLINK CORP CENTRAL INDEX KEY: 0000847555 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 954346070 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20270 FILM NUMBER: 041118826 BUSINESS ADDRESS: STREET 1: 777 108TH AVE NE STREET 2: SUITE 2100 CITY: BELLEVUE STATE: WA ZIP: 98004 BUSINESS PHONE: 4252781100 MAIL ADDRESS: STREET 1: 777 108TH AVE NE STREET 2: SUITE 2100 CITY: BELLEVUE STATE: WA ZIP: 98004 FORMER COMPANY: FORMER CONFORMED NAME: NATIONAL REGISTRY INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: TOPSEARCH INC DATE OF NAME CHANGE: 19920401 8-K 1 form8k.htm Unassociated Document

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
_______________ 

FORM 8-K 

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

November 1, 2004
Date of report (date of earliest event reported)


SAFLINK CORPORATION
(Exact name of registrant as specified in its charter)

Delaware
 
0-20270
 
95-4346070
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)

777 108th Avenue NE, Suite 2100
Bellevue, Washington 98004
(Address of principal executive offices)(Zip code)

(425) 278-1100
(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):
 
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 1.01 Entry into a Material Definitive Agreement.
 
SAFLINK Corporation entered into an employment agreement with Jeffrey J. Affuso to serve as the president of its public sector division, effective November 1, 2004. The agreement provides for an initial annual salary of $200,000 and provides that Mr. Affuso’s employment with SAFLINK is “at will.” He will also be eligible to receive an annual bonus equal to fifty percent of his annual base salary, subject to the satisfactory completion of objectives determined between Mr. Affuso and SAFLINK’s chief executive officer. In addition, Mr. Affuso was granted an option to purchase 235,000 shares of SAFLINK’s common stock. The option has an exercise price of $2.40 per share, which represents the last sale price per share of SAFLINK’s common stock as reported on the Nasdaq SmallCap Market on October 29, 2004, the last trading day prior to the date of grant, and becomes exercisable in 36 equal monthly installments following the date of grant, subject to a nine-month probationary cliff.
 
In addition to the employment agreement described above, SAFLINK entered into a retention agreement with Mr. Affuso, effective November 1, 2004, in substantially the same form as previously entered into with its other executive officers. The retention agreement provides that if Mr. Affuso’s employment is terminated as a result of an involuntary termination (as defined in the retention agreement), then he shall be entitled to receive the compensation, accrued but unused vacation and benefits earned through the date of termination of employment, and severance payments equal to six months’ salary, payable in accordance with SAFLINK’s standard payroll practices. However, if Mr. Affuso’s employment is terminated as a result of an involuntary termination within two months prior to, upon or within twelve months following a change-of-control, then he will be entitled to receive the following: (a) the compensation, accrued but unused vacation and benefits earned through the date of termination; (b) severance payments equal to six months’ salary, payable in a lump sum within thirty days of the date of termination; (c) vesting of 100% of any unvested options as of the date of termination; (d) reimbursement of any COBRA premiums paid by Mr. Affuso for continued group health insurance coverage of him and his dependents for a period of up to twelve months after the date of termination; and (e) the laptop or other portable computer device used by Mr. Affuso, if any, as of the date of termination.
 
Item 9.01 Financial Statements and Exhibits.
 
(c)  Exhibits.
 
Exhibit No.
Description
99.1
 
Press release, dated November 4, 2004, announcing the appointment of Jeffrey J. Affuso as president of SAFLINK’s pubic sector division
 


   2  
 

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.
     
  SAFLINK Corporation
 
 		  
 		  
 
Dated: November 4, 2004
 By:   /s/ Jon C. Engman
 
Name: Jon C. Engman
  Title: Chief Financial Officer
 
 
 
 
 
 
 
 
 

 
   3  
 

 EX-99 2 ex99.htm Unassociated Document

FOR RELEASE THURSDAY, NOV 4TH @ 5:00 A.M. PACIFIC

SAFLINK STRENGTHENS EXECUTIVE TEAM BY
APPOINTING JEFFREY AFFUSO AS PRESIDENT OF NEW
PUBLIC SECTOR DIVISION

 
BELLEVUE, WA - (November 4, 2004) - SAFLINK® Corporation (NASDAQ: SFLK), a leading provider of security solutions including smart cards, biometrics, and physical access management, today announced the appointment of Mr. Jeffrey Affuso to the position of President, Public Sector Division. Mr. Affuso will report to Glenn Argenbright, SAFLINK’s President and Chief Executive Officer.
 
Mr. Affuso comes to SAFLINK after serving as a Senior Vice President at CACI, a $1 billion systems integrator with more than 9,400 employees worldwide, and American Management Systems (AMS) which was acquired by CACI in early 2004. Mr. Affuso was primarily responsible for services to the U.S. Army and U.S. Air Force. He led a group of 200 employees that was instrumental in securing more than $150 million of new contracts last year, and producing an annual revenue stream of $50 million.
 
SAFLINK executives believe that adding Mr. Affuso to the team is the next logical step in the growth of the Company, which earlier this year announced participation in two of the largest public sector security programs in the Federal government. Mr. Affuso will be charged with executing on these projects as well as leveraging them into wins in other areas of the public sector.
 
“We are very pleased to add someone of Jeff’s caliber to lead the growth of our public sector business,” said Mr. Argenbright. “Jeff has a proven ability to win large government contracts and grow a consistent and meaningful revenue stream. We are particularly excited by Jeff’s experience in winning contracts in the financial sector of the Federal government. Our smart card readers and PKI middleware are well suited to secure financial transactions in the government space, as evidenced by our long-term relationship supplying goods and services to the U.S. Army Corps of Engineers and their Financial Management System (CEFMS). We believe that equipped with our solution set, Jeff will be able to penetrate new financial system opportunities in the public sector, as well as other large government security programs.”
 
Prior to his position with CACI/AMS, Mr. Affuso held various management positions with KPMG Consulting and Herbert W. Davis and Company, focused on delivering solutions to public and private sector customers.
 
About SAFLINK
SAFLINK Corporation offers biometric security and smart card solutions that protect intellectual property, secure information assets, and eliminate passwords. SAFLINK’s software provides Identity Assurance Management™, allowing administrators to verify identity and control access to computer networks, physical facilities, applications, and time and attendance systems.


 
     
 

Litronic, Inc., a wholly-owned subsidiary of SAFLINK and global provider of secure identity management and information assurance products for the government and commercial markets, offers protection for popular applications such as e-mail, instant messaging, web transactions, and individual files. For more information, please visit http://www.saflink.com or call 800-762-9595.
 
NOTE: “SAFLINK” and “The Power of Biometric Authentication” are registered trademarks of SAFLINK Corporation. “Protecting your enterprise through secure authentication” and “Identity Assurance Management” are trademarks of SAFLINK Corporation.

This release contains information about management’s view of the company’s future expectations, plans and prospects that constitute forward-looking statements for purposes of the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. Actual results may differ materially from historical results or those indicated by these forward-looking statements as a result of a variety of factors including, but not limited to, risks and uncertainties associated with the company’s financial condition, its ability to sell its products, its ability to compete with competitors and the growth of the security market, and in its Annual Report on Form 10-K, as well as other documents periodically filed with the Securities and Exchange Commission.

PR 04-39

SAFLINK COMPANY CONTACT:
SAFLINK Corporation
Thomas Doggett, Director of Marketing  
(800) 762-9595   
tdoggett@saflink.com

SAFLINK PRESS CONTACT:
Sterling Communications
Rachel Berry
(253) 853-5030
rberry@sterlingpr.com

INVESTOR RELATIONS CONTACT
MKR Group, LLC
Todd Kehrli
(818) 556-3700
ir@mkr-group.com

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