altair_8k.htm
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): November 14,
2009
Altair Nanotechnologies Inc.
(Exact
Name of Registrant as Specified in its Charter)
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Canada
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1-12497
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33-1084375
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(State
or other jurisdiction of incorporation or organization)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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204
Edison Way
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Reno,
NV
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89502
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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:
(775)
858-3750
(Former
name, former address, and formal fiscal year, 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):
[_] 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)
TABLE OF
CONTENTS
Item
5.02 Departure
of Directors or Principal Officers
Item
7.01 Other
Events
Item
9.01 Exhibits
SIGNATURES
EXHIBIT
INDEX
EX.
99.1: November
14, 2009 Resignation Letter of Robert F. Hemphill Jr.
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EX.
99.2:
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Press
release entitled “Altairnano Announces Resignation of Robert F. Hemphill
from Board of Directors.”
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Item 5.02
Departure of Directors or Principal Officers;
5.02(b) Resignation of
Director
On
November 14, 2009, Robert F. Hemphill submitted his resignation from the Altair
Nanotechnologies, Inc. (the “Company”) Board of Directors. The resignation was
accepted at the November 16, 2009 meeting of the Board of Directors. Mr.
Hemphill’s resignation was not as a result of any disagreement with the Company
regarding the Company’s operations, policies or practices. As noted in Mr.
Hemphill’s resignation letter, which is furnished as Exhibit 99.1 to this
Current Report, his resignation was due his belief that his
effectiveness as a Board member was being negatively
impacted due to the Company’s need to restrict sales,
marketing and operations information from him so as to avoid even the appearance
of any potential conflict of interest that might result from his senior
executive position with The AES Corporation. The Company does not
anticipate filling the open Board of Directors position at this
time.
Item
7.01 Regulation FD Disclosure.
On
November 19, 2009, Altair issued a press release announcing the resignation of
Robert F. Hemphill from the Altair Nanotechnologies, Inc. Board of
Directors. A copy of the press release is furnished as Exhibit 99.2
to this Current Report.
The
information in this Item 7.01 of this Current Report (including
exhibits 99.1 and 99.2) shall not be deemed to be "filed"
for purposes of Section 18 of
the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), or otherwise subject
to the liabilities of that section, nor shall it be deemed incorporated by
reference in any filing made by the Company under the Securities Act of 1933, as
amended, or the Exchange Act, except as expressly set forth by
specific reference in such a filing.
Item
9.01 Financial Statements and Exhibits.
(d) Exhibits.
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99.1
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Copy
of Robert F. Hemphill’s Notice of Resignation Letter dated November 14,
2009.
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99.2
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Press
release entitled “Altairnano Announces Resignation of Robert F. Hemphill
from Board of Directors.”
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SIGNATURES
Pursuant to the requirements of the
Securities Exchange 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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Altair
Nanotechnologies Inc. |
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Dated:
November 19, 2009
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By:
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/s/ John
Fallini |
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John
Fallini, Chief Financial Officer |
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