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): October 17, 2008
SM&A
(Exact name of registrant as specified in its charter)
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| Delaware
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0-23585
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33-0080929 |
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| (State or other jurisdiction
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(Commission
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(IRS Employer |
| of incorporation)
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File Number)
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Identification No.) |
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| 4695 MacArthur Court, 8th Floor, Newport Beach, California
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92660 |
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| (Address of principal executive offices)
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(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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement.
SM&A, a Delaware corporation (the “Company”) and Steven S. Myers (“Mr. Myers”) are parties to that
certain Settlement Agreement entered into as of May 21, 2008 (the “Settlement Agreement”), as
amended on August 6, 2008 and September 30, 2008, pursuant to which, among other things, the
Company agreed to replace two members of its board of directors prior to October 18, 2008.
The Company and Mr. Myers have agreed to extend the period of time within which such board members
must be replaced. The Third Amendment states that the Company will take the necessary action
prior to October 25, 2008.
The foregoing description of this Third Amendment does not purport to be complete and is qualified
in its entirety by reference to the complete text of the Third 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.
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Exhibit 10.1
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Third Amendment to Settlement Agreement entered into as of October 17, 2008 by and
between SM&A, a Delaware corporation and Steven S. Myers. |