- Current report filing (8-K)
06 Januar 2010 - 9:55PM
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): January 6, 2010
STRATOS
RENEWABLES CORPORATION
(Exact
Name of Registrant as Specified in Its Charter)
(State or
Other Jurisdiction of Incorporation)
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000-1321517
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20-1699126
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(Commission
File Number)
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(IRS
Employer Identification No.)
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9440
Santa Monica Blvd., Suite 401
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Beverly
Hills, California
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90210
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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)
(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. below):
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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
5.02 DEPARTURE OF DIRECTOR
(b) Resignation
of Director
Effective
December 30, 2009, Jose Nicanor Gonzales resigned as a director of the
registrant.
(d) Election
of Director
On April
17, 2009, the Board of Directors of the registrant elected Leonard Brooks as a
new director. Mr. Brooks was also named to the audit committee of the
Board.
In
connection with Mr. Brooks’ election as a director, the registrant and Mr.
Brooks entered into a Board Director Agreement (the “Agreement”) on June 17,
2009. Pursuant to the terms of the Agreement, Mr. Brooks will be
compensated for his services on the Board with (i) fifteen thousand dollars
($15,000) per quarter, (ii) five-year warrants to purchase 650,000 shares of the
registrant’s common stock at an exercise price of $0.75 per share, vesting at
50% during the first year of service under the Agreement, 25% during the second
year of service under the Agreement, and 25% during the third year of service
under the Agreement, and (iii) 650,000 shares of the registrant’s common stock,
325,000 of which vested on the date of the Agreement and the remaining 325,000
of which vests on a pro-rata monthly basis over the eleven (11) months following
the date of the Agreement. The term of the Agreement is one (1) year but
is renewable on an annual basis subject to the approval of the registrant’s
Board. Either party may terminate the Agreement upon thirty (30)
days’ written notice to the other party. The registrant agreed to
indemnify Mr. Brooks against any liability, costs, or expenses incurred in the
performance of his services under the Agreement. A copy of the Agreement
is filed with this report as Exhibit 10.1 and is incorporated by reference
herein. The foregoing description of the Agreement does not purport
to be complete and is qualified in its entirety by reference to the full text of
the Agreement.
There are
no related party transactions to report.
ITEM 9.01
FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
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Exhibit No.
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Exhibit Description
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10.1
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Board
Director Agreement, dated June 17,
2009
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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, thereunto
duly authorized.
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STRATOS RENEWABLES
CORPORATION
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Dated: January
6, 2010
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By:
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/s/ Valerie
A. Broadbent
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Valerie
A. Broadbent
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Corporate
Secretary
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