Unassociated 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) June 25, 2007
Glowpoint,
Inc.
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(Exact
name of registrant as specified in its Charter)
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Delaware
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0-25940
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77-0312442
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(State
or other jurisdiction
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(Commission
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(I.R.S
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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225
Long Avenue Hillside, NJ
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07205
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code (312) 235-3888
Not
Applicable
-------------------------------------------------------------
(Former
name or former address, if changed since last report)
ITEM
2.02.
RESULTS
OF OPERATION AND FINANCIAL CONDITION.
On
June 26, 2007, Glowpoint, Inc. (the “Company”) issued a press release
announcing the filing of its quarterly report for period ending March 31, 2007
on Form 10-Q. A copy of the press release is furnished as Exhibit 99.1 to
this Form 8-K.
The
information under Item 2.02 and 8.01 in this Current Report on Form 8-K,
including the related exhibit, shall not be deemed (i) “filed” for the purposes
of Section 18 of the Securities Exchange Act of 1934 or otherwise subject
to the liabilities of that section or (ii) to be incorporated by reference
into
the filings of the registrant under the Securities Act of 1933 regardless of
any
general incorporation language in such filings.
ITEM
5.02.
DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT
OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
On
June
26, 2007, the Company amended the employment agreement of Michael Brandofino,
its Chief Executive Officer and President, to extend its term by two years.
His
employment term will now continue for the two-year period commencing July 1,
2007. This brief description of Mr. Brandofino’s employment agreement amendment
is qualified by reference to the provisions of the agreement attached to this
report as Exhibit 99.2.
On
June
25, 2007, each of Mr. Brandofino, Joseph Laezza, the Company’s Chief Operating
Officer, Edwin F. Heinen, the Company’s Chief Financial Officer, and David W.
Robinson, the Company’s General Counsel, were granted 75,000 restricted shares
of the Company’s common stock. Such restricted shares vested immediately.
Messrs. Heinen and Robinson were also each granted an option to purchase 100,000
shares of the Company’s common stock, with one-third of such options vesting on
each of June 25, 2008, June 25, 2009, and June 25, 2010.
ITEM
8.01.
OTHER
EVENTS
The
Company will host a conference call at 4:30 p.m. EDT on Thursday, June 28,
2007
to discuss its First Quarter 2007 results and take questions. Interested
participants should call (800) 638-5495 and use passcode 11522105. International
participants should call (617) 614-3946 and use the same passcode. A
recording of the conference call will be available beginning June 28, 2007
and
will remain archived through August 1, 2007. To listen to the playback, please
call (888) 286-8010 and use passcode 86837571. For international playback,
dial (617) 801-6888 and use the same passcode.
This
call
is being audio webcast by CCBN and can be accessed at Glowpoint's website at
http://www.glowpoint.com.
The
audio webcast will also be distributed over CCBN's Investor Distribution Network
to both institutional and individual investors. Individual investors can listen
to the call through CCBN's individual investor center at http://www.companyboardroom.com
or by
visiting any of the investor sites in CCBN's Individual Investor Network, such
as America Online's Personal Finance Channel, Fidelity Investments®
(www.fidelity.com), and others. Institutional investors can access the call
via
CCBN's password-protected event management site, StreetEvents: http://www.streetevents.com.
ITEM
9.01.
FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial
Statements of Businesses Acquired. Not Applicable.
(b) Pro
Forma
Financial Information. Not Applicable.
(c) Exhibits
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Exhibit
No.
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Description
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Exhibit
99.1
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Press
release, dated June 26, 2007.
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Exhibit
99.2
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Employment
Agreement Amendment between the Company and Michael Brandofino, dated
June
26, 2007.
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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.
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GLOWPOINT,
INC.
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BY:
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/s/
Michael Brandofino |
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Michael
Brandofino
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Chief
Executive Officer and
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President
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Date:
June 26, 2007