Westaff Inc - Current report filing (8-K)
15 Oktober 2007 - 11:24PM
Edgar (US Regulatory)
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:
October 15, 2007
(Date of earliest
event reported)
WESTAFF,
INC.
(Exact Name of
Registrant as Specified in its Charter)
Delaware
(State or Other
Jurisdiction
of Incorporation)
000-24990
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94-1266151
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(Commission
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(I.R.S. Employer
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File Number)
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Identification
No.)
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298 North Wiget Lane, Walnut Creek, CA 94598
(Address of
Principal Executive Offices, including Zip Code)
(925)
930-5300
(Registrants
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
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR
240.13e-4 (c))
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Item 1.01
Entry Into a Material Definitive
Agreement
The third and fourth
paragraph of Item 5.02 hereof regarding a letter agreement between Westaff,
Inc. and Kristi Kennedy is incorporated in this Item 1.01 by reference.
Item 5.02
Departure
of Directors or Principal Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers
Effective October 15, 2007, Kristi
Kennedy was appointed Senior Vice President, Field Operations of Westaff, Inc.
(the Company) and its subsidiaries. Ms. Kennedy, age 42, previously served as
Senior Vice President, Operations at CORESTAFF from December 2001 to October 2007.
Prior to that, Ms. Kennedy held various leadership positions at CORESTAFFs
division level, including Central Division President, from January 1996 to
November 2001.
There is no family
relationship, arrangement or understanding between Ms. Kennedy and any other
person pursuant to which she was appointed as an executive officer of the
Company. Except as described below, since October 28, 2006, the Company has not
been a participant in any transaction in which the amount involved exceeds
$120,000 and in which Ms. Kennedy had a material interest, and no such
transaction is currently proposed at this time.
Ms. Kennedy will receive an
annual base salary of $320,000.00. In addition to her base salary, Ms. Kennedy
is eligible for a performance based incentive bonus targeted at 50% of her base
salary based on Company performance metrics. Ms. Kennedy shall be awarded
50,000 Stock Options and she will also have the opportunity to earn 25,000
Restricted Stock Units based on pre-determined company performance metrics.
If Ms. Kennedys employment
is terminated by the Company within the first twelve (12) months of employment
without cause , the Company must pay a Severance Payment equal to six (6)
months of her base salary.
The parties agreed to work in good faith to complete
and execute a definitive Employment Agreement.
A copy of the press release announcing the appointment
of Ms. Kennedy is attached to this Current Report on Form 8-K as Exhibit 99.1
and incorporated herein by reference.
Item 9.01
Financial Statements and Exhibits.
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Exhibit No.
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Description
of Document
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99.1
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Press Release dated
October 15, 2007
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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 thereunto
duly authorized.
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WESTAFF,
INC.
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By:
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/s/
Michael T. Willis
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Michael
T. Willis
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President
and Chief Executive Officer
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Date:
October 15, 2007
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3
EXHIBIT INDEX
Exhibit No.
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Description
of Document
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99.1
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Press Release dated
October 15, 2007
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4
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