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 5, 2007
MOBILITY ELECTRONICS, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
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0-30907
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86-0843914 |
(Commission File Number)
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(IRS Employer Identification No.) |
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17800 N. Perimeter Dr., Suite 200, Scottsdale, Arizona
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85255 |
(Address of Principal Executive Offices)
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(Zip Code) |
(480) 596-0061
(Registrants 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))
TABLE OF CONTENTS
Item 5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers. |
On December 5, 2007, the Board of Directors of Mobility Electronics, Inc. (Mobility) voted
to appoint Peter L. Ax as a new member of Mobilitys Board of Directors. Mr. Ax, who was appointed
to fill a vacancy on Mobilitys Board and who will serve as a Class I director, is an independent
director.
Peter L. Ax, 48, has served as a director of Meritage Homes Corporation (NYSE: MTH) since 2002
and is the managing partner of Phoenix Capital Management, a merchant banking firm. Mr. Ax is the
former chairman and chief executive officer of SpinCycle, Inc., a publicly held consolidator and
developer of coin-operated Laundromats. Previously, Mr. Ax served as head of the Private Equity
Division and senior vice president of Lehman Brothers in New York. Mr. Ax is also on the board of
directors of Medit Marketing, Inc. and serves on the Advisory Board of Directors of Cascadia
Capital, a Seattle based investment banking and merchant banking firm. Mr. Ax holds an M.B.A. from
the Wharton School at the University of Pennsylvania and a law degree from the University of
Arizona, and has been a certified public accountant. He has also been an accounting instructor at
the Wharton School.
Mr. Ax received 25,000 restricted stock units in connection with his appointment to the Board,
which units were awarded as a pro-rated grant under the 2004 Mobility Electronics, Inc.
Non-Employee Director Plan (the 2004 Director Plan) and will vest in full on June 11, 2010 or
earlier, in full, upon a change of control event or, on a pro rata basis, upon Mr. Axs earlier
death, disability, or retirement. As a non-employee director, Mr. Ax is also entitled to receive
an annual cash retainer of $30,000 per year, a meeting fee of $3,500 for each annual meeting of
stockholders, a cash meeting fee of $2,500 for each board meeting attended in person, and a cash
meeting fee of $600 for each committee meeting and telephonic board meeting. In order to more
evenly distribute the members of Mobilitys Board of Directors between the various director
classes, Michael D. Heil was switched from a Class I member of the Board to a Class III member of
the Board.
In addition, on December 5, 2007, the Board revised the structure of its committees as
follows:
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Audit Committee: Jeffrey R. Harris, Chairman, Peter L. Ax and Michael J. Larson. |
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Compensation & Human Resources Committee: William O. Hunt, Chairman, Larry M. Carr
and Michael J. Larson. |
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Corporate Governance & Nominating Committee: Larry M. Carr, Chairman, Peter L. Ax
and William O. Hunt. |
In connection with the revised structure of the Board committees, Mr. Ax and Mr. Larson each
received a pro-rated grant of 2,000 restricted stock units under the 2004 Director Plan as a result
of Mr. Axs appointment to the Audit Committee and Corporate Governance and Nominating Committee,
and Mr. Larsons appointment to the Audit Committee and Compensation and Human Resources Committee.
These restricted stock units will vest in full on June 11, 2008 or earlier, in full, upon a change
of control event or, on a pro rata basis, upon the individuals earlier death, disability, or
retirement.
Except as described above, there is no arrangement or understanding between Mr. Ax and any
other person pursuant to which Mr. Ax was appointed as a member of Mobilitys Board.
On December 7, 2007, Mobility issued a press release announcing the appointment of Mr. Ax as a
new director. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated
herein by this reference.