- Current report filing (8-K)
27 Juli 2009 - 11:31PM
Edgar (US Regulatory)
United
States
Securities
and Exchange Commission
Washington,
DC 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): July
21, 2009
AMERICAN
CARESOURCE HOLDINGS, INC.
(Exact
Name of Registrant as Specified in its Charter)
Delaware
|
|
001-33094
|
|
20-0428568
|
(State
or Other Jurisdiction of Incorporation)
|
|
(Commission
File Number)
|
|
(IRS
Employer Identification
No.)
|
5429
Lyndon B. Johnson Freeway, Suite 850, Dallas, Texas
|
75240
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code
(972)
308-6830
|
(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 (see General Instruction A.2.)
¨
|
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))
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|
Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain
Officers.
|
On July 21, 2009 David A. George was
appointed to the Board of Directors (the “Board”) of American CareSource
Holdings, Inc. (the “Registrant”). Mr. George was also appointed to
serve as non-executive Chairman of the Board of the Registrant. Mr.
George will participate in the Registrant’s director compensation plan to the
same extent as the other members of the Board.
In connection with his appointment to
the Board, Mr. George was granted (i) a stock option to purchase 100,000 shares
of the Registrant’s common stock, at an exercise price of $4.63, the closing
price of the Registrant’s common stock as reported on The NASDAQ Capital Market
on July 21, 2009 and (ii) 3,333 restricted stock units. The stock
option and restricted stock units vest in equal successive annual installments
over a 5-year period.
In 2006, the Registrant issued to Mr.
George
,
who
was at the time a director of the Registrant, for consulting services through
2007
(i) 50,000
options with a fair value of $113,670.69; and (ii)
100,000 options with a fair value of $75,858.97. The strike price of the
options was set at the market price of the stock at the date of grant. Mr.
George exercised 116,667 of these options in December 2008.
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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.
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AMERICAN
CARESOURCE HOLDINGS, INC.
|
|
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Date:
July 27, 2009
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By:
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/s/
Matthew D. Thompson
|
|
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Matthew
D. Thompson
|
|
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Principal
Accounting Officer and Controller
|
|
|
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