-----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, VGMEmfjoqWJ4jTDMisEy4QffNSKH3Lxrzbis6uRq748x50qmdrnu57b0rEPUwqk7 xBaGXPKyswJn8UpnSH0xgA== 0001104659-07-087770.txt : 20071207 0001104659-07-087770.hdr.sgml : 20071207 20071207170137 ACCESSION NUMBER: 0001104659-07-087770 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071203 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071207 DATE AS OF CHANGE: 20071207 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DYNTEK INC CENTRAL INDEX KEY: 0000879465 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 954228470 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11568 FILM NUMBER: 071293273 BUSINESS ADDRESS: STREET 1: 19700 FAIRCHILD STREET 2: SUITE 230 CITY: IRVINE STATE: CA ZIP: 92612 BUSINESS PHONE: 949-271-6704 MAIL ADDRESS: STREET 1: 19700 FAIRCHILD STREET 2: SUITE 230 CITY: IRVINE STATE: CA ZIP: 92612 FORMER COMPANY: FORMER CONFORMED NAME: TEKINSIGHT COM INC DATE OF NAME CHANGE: 20000103 FORMER COMPANY: FORMER CONFORMED NAME: TADEO HOLDINGS INC DATE OF NAME CHANGE: 19980212 FORMER COMPANY: FORMER CONFORMED NAME: UNIVERSAL SELF CARE INC DATE OF NAME CHANGE: 19950808 8-K 1 a07-31004_18k.htm 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

 

 

Date of Report (Date of earliest event reported)  December 3, 2007

 

 

 

DYNTEK, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Delaware

 

1-11568

 

95-4228470

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No)

 

 

19700 Fairchild Road, Suite 230, Irvine, California   92612

(Address of principal executive offices)

 

 

(949) 271-6700

(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:

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

(b)           Departure of Chief Financial Officer

On December 3, 2007, David W. Berry resigned from his position as Chief Financial Officer of DynTek, Inc. (the “Company”) effective as of the same day.  Mr. Berry is resigning for personal reasons and not as a result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.  Mr. Berry will remain with the Company as a consultant until approximately January 25, 2007.

(c)           Appointment of Chief Financial Officer

Karen Rosenberger has been appointed the Chief Financial Officer of the Company effective as of December 3, 2007.  Ms. Rosenberger will work alongside Mr. Berry to transition into the role of Chief Financial Officer until January 25, 2008, or until such other date as the Company deems appropriate.

Ms. Rosenberger has a broad background in financial management, having more than 20 years of finance and strategic planning experience in private and publicly traded companies.  Most recently, Ms. Rosenberger served as chief executive and chief financial officer of Option One Home Medical, a privately held distributor of durable medical equipment based in Irvine.  Before Option One, she served for two years as vice president of finance for dj Orthopedics, a publicly traded manufacturer in San Diego where she oversaw financial functions and led several cross-functional teams through a business restructure.  Prior to that, Ms. Rosenberger served for three years as chief financial officer of VIA Medical, a venture backed medical device manufacturer in San Diego.  She also held various management positions at McGaw, Inc., including Director of Finance and Assistant Controller.  Ms. Rosenberger received a BS in Business Administration and an MBA from West Coast University in Los Angeles.

Ms. Rosenberger’s employment with the Company is at-will.  Her initial salary will be $180,000 per year.  She will also be entitled to receive a cash bonus of up to $60,000 for the first year of employment based upon the achievement of certain quarterly and annual performance criteria to be established by the Chief Executive Officer and the Board.  Ms. Rosenberger will also be entitled to receive options to purchase shares of the Company’s common stock pursuant to one of the Company’s stock incentive plans.

Item 7.01                Regulation FD Disclosure.

On December 7, 2007 the Company issued a press release announcing Ms. Rosenberger’s appointment as its Chief Financial Officer.  A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

In accordance with General Instruction B.2 of Form 8-K, the information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.

Item 9.01.                                              Financial Statements and Exhibits.

(d)                                             Exhibits.

Exhibit Number

 

Description

 

 

 

99.1

 

Press release issued by DynTek, Inc. on December 7, 2007.

 

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.

 

DYNTEK, INC.

 

 

 

Date: December 7, 2007

By:

/s/ Casper Zublin, Jr.

 

 

Casper Zublin, Jr.

 

 

Chief Executive Officer

 

3



 

EXHIBITS

 

Exhibit Number

 

Description

 

 

 

99.1

 

Press release issued by DynTek, Inc. on December 7, 2007.

 

4


 

EX-99.1 2 a07-31004_1ex99d1.htm EX-99.1

Exhibit 99.1

Karen S. Rosenberger Named DynTek’s Chief Financial Officer

 

 

Irvine, CA – December 7, 2007 - (OTCBB: DYNK), a leading provider of professional technology services, today announced that Karen Rosenberger has been named Chief Financial Officer, effective as of December 3, 2007.  Ms. Rosenberger, who previously served as the company’s corporate controller, succeeds David W. Berry.

 

As chief financial officer, Ms. Rosenberger will direct DynTek’s financial and operational policies, objectives and initiatives. She has a broad background in financial management, having more than 20 years of finance and strategic planning experience in private and publicly traded companies.  Most recently, Ms. Rosenberger served as chief executive and chief financial officer of Option One Home Medical, a privately held distributor of durable medical equipment based in Irvine.  At Option One, she played a key role in implementing cost control measures and creating financial structures and systems.  She previously served for two years as vice president of finance for dj Orthopedics, a publicly traded manufacturer in San Diego where she oversaw financial functions and led several cross-functional teams through a business restructure.  Prior to that, Ms. Rosenberger served for three years as chief financial officer of VIA Medical, a venture backed medical device manufacturer in San Diego.  She also held various management positions at McGaw, Inc., including Director of Finance and Assistant Controller.  Ms. Rosenberger received a BS in Business Administration and an MBA from West Coast University in Los Angeles.

 

“In her role as corporate controller, Karen has demonstrated the leadership and fiscal management skills required to be effective in her new role as chief financial officer,” said Casper Zublin, Jr., DynTek’s chief executive officer. “She has a strong track record in organizational development that will help our us align our back-office operations.”.”

 

Commenting on her appointment to CFO, Ms. Rosenberger said, “I see tremendous opportunity at DynTek, and I am delighted to be joining a team that is focused on core competencies and committed to the growth of the organization.

 

About DynTek

 

DynTek is a leading provider of professional technology services to mid-market companies, such as state and local governments, educational institutions and commercial entities in the largest IT markets nationwide.  The company provides a broad range of IT security, unified communication, virtualization, Microsoft Information Worker, and application infrastructure and delivery solutions. DynTek’s multidisciplinary approach allows our clients to turn to a single source for their most critical technology requirements. For more information, visit http://www.dyntek.com.

 

This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbors created thereby. Investors are cautioned that certain statements in this release are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and involve known and unknown risks, uncertainties and other factors. Such uncertainties and risks include, among others, success in reaching target markets for services and products in a highly competitive market and the ability to maintain existing and attract future customers; our ability to finance and sustain operations, including our ability to comply with the terms of working capital facilities and/or other term indebtedness of the Company, and to extend such obligations when they become due, or to replace them with alternative financing; our ability to raise equity capital in the future; our ability to achieve profitability despite historical losses from operations; our ability to maintain business relationships with IT product vendors and our ability to procure products as necessary; the size and timing of additional significant orders and their fulfillment; the continuing desire of and available budgets for state and local governments to outsource to private contractors; our ability to successfully identify and integrate acquisitions; the retention of skilled professional staff and certain key executives; the performance of the Company’s government and commercial technology services; the continuation of general economic and business conditions that are conducive to outsourcing of IT services; our ability to maintain trading on the NASD OTC Bulletin Board or other markets in the future; and such other risks and uncertainties included in our Annual Report on Form 10-K filed on October 29, 2007, our Quarterly Report on Form 10-Q filed on November 19, 2007 and other SEC filings. The Company has no obligation to publicly revise any forward-looking statements to reflect anticipated or unanticipated events or circumstances occurring after the date of such statements.

 


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