e8vk
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): August 6, 2008
SM&A
(Exact name of registrant as specified in its charter)
| |
|
|
|
|
| Delaware
|
|
0-23585
|
|
33-0080929 |
| |
|
|
|
|
(State or other jurisdiction
of incorporation)
|
|
(Commission
File Number)
|
|
(IRS Employer
Identification No.) |
| |
|
|
| 4695 MacArthur Court, 8th Floor, Newport Beach, California
|
|
92660 |
|
|
|
|
| (Address of principal executive offices)
|
|
(Zip Code) |
Registrant’s telephone number, including area code: (949) 975-1550
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 (see General
Instruction A.2. below):
| 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 1.01 |
|
Entry into a Material Definitive Agreement. |
On August 6, 2008, SM&A, a Delaware corporation (the “Company”) and Steven S. Myers (“Mr. Myers”)
entered into an Amendment to the Settlement Agreement (the “Amendment”) that was originally entered
into as of May 21, 2008 pursuant to which, among other things, the Company agreed to replace two
members of its board of directors within 90 days following the date of the Settlement Agreement.
The
Company and Mr. Myers have agreed to amend and restate Section 3,
Paragraph (a) of the Settlement Agreement. The Amendment states
that the Company will take the necessary action prior to September
30, 2008.
The foregoing description of this Amendment does not purport to be complete and is qualified in its
entirety by reference to the complete text of this Amendment, a copy of which is attached as
Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference in its
entirety.
|
|
|
| Item 9.01 |
|
Financial Statements and Exhibits. |
| |
|
|
Exhibit 10.1
|
|
Amendment to Settlement Agreement entered into as of August 6, 2008 by and between
SM&A, a Delaware corporation and Steven S. Myers. |
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.
| |
|
|
|
|
| August 8, 2008 |
SM&A
|
|
| |
By: |
/s/ James R. Eckstaedt
|
|
| |
|
Name: |
James R. Eckstaedt |
|
| |
|
Title: |
Executive Vice President, Finance
and Chief Financial Officer |
|
Exhibit List
| |
|
|
| Exhibit No. |
|
Description |
|
|
|
10.1
|
|
Amendment to Settlement Agreement entered into as of August 6, 2008 by and between SM&A, a
Delaware corporation and Steven S. Myers. |