8-K 1 bion8k.txt BION ENVIRONMENTAL TECH 11-11-10 FORM 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 November 11, 2010 ------------------------------------------------ Date of Report (date of earliest event reported) BION ENVIRONMENTAL TECHNOLOGIES, INC. ---------------------------------------------------- Exact name of Registrant as Specified in its Charter Colorado 000-19333 84-1176672 --------------------------- --------------- --------------------------- State or Other Jurisdiction Commission File IRS Employer Identification of Incorporation Number Number Box 566/1774 Summitview Way, Crestone, Colorado 81131 ---------------------------------------------------------- Address of Principal Executive Offices, Including Zip Code (212) 758-6622 -------------------------------------------------- Registrant's Telephone Number, Including Area Code 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: [ ] 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. (c) Effective November 16, 2010 the Company reached an agreement with William O'Neill (age 50) pursuant to which he will become Bion's CEO on January 1, 2011. Mr. O'Neill will also join the Company's Board of Directors at that date. Prior to joining the Company, Mr. O'Neill served as Vice President - Business Development of Advanced Brands until its sale during 2010. The 'short-form' agreement (which will be incorporated into a longer, more formal agreement before calendar year end) is attached hereto as Exhibit 10.1. A press release regarding the hiring of Mr. O'Neill is attached hereto as Exhibit 99.2. Mr. O'Neill's resume is attached as Exhibit 10.2 hereto. ITEM 7.01 REGULATION FD DISCLOSURE. On November 11, 2010, the Company issued a press release regarding the formal ground breaking held November 10, 2010 for its Kreider Phase 1 dairy waste treatment system in Lancaster County, Pennsylvania. The press release has been attached hereto as an Exhibit 99.1 and will also be posted on our websites: www.bionpa.com & www.bionoswegoproject.com. On November 22, 2010, the Company issued a press release regarding its hiring of Mr. William O'Neill. The press release has been attached hereto as Exhibit 99.2 and will also be posted on our website: www.biontech.com. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (a) Financial Statements of Businesses Acquired. Not Applicable. (b) Pro Forma Financial Information Not Applicable. (c) Shell Company Transactions Not Applicable. (d) Exhibits Exhibit 10.1 - Short Form of Agreement with William O'Neill Exhibit 10.2 - Resume of William O'Neill Exhibit 99.1 - Press Release dated November 11, 2010 Regarding Commencement of Construction on Pennsylvania Dairy Farm Waste Management System Exhibit 99.2 - Press Release dated November 22, 2010 Regarding Announcement of New Chief Executive Officer and Director 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. Bion Environmental Technologies, Inc. Date: November 22, 2010 By:/s/ Mark A. Smith Mark A. Smith, President