Unassociated Document
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
_______________________
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(D) OF THE
THE
SECURITIES EXCHANGE ACT OF 1934
Date
of
report (Date of earliest event reported):
June
9,
2005
PRECISION
OPTICS CORPORATION, INC.
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(Exact
name of registrant as specified in its charter)
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Massachusetts
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001-10647
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04-2795294
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(State
or other jurisdiction
of
incorporation or organization)
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(Commission
File
Number)
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(I.R.S.
Employer
Identification
No.)
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22
East
Broadway, Gardner, Massachusetts 01440
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(Address
of Principal Executive Offices) (Zip Code)
Registrant’s
telephone number, including area code: (978)
630-1800
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))
Item
1.01. Entry
into a Material Definitive Agreement
Precision
Optics Corporation, Inc. (the “Company”) entered into a Severance Agreement
dated June 9, 2005 with Jack Dreimiller, former Chief Financial Officer of
the
Company (the “Severance Agreement”). Under the terms of the Severance Agreement,
Mr. Dreimiller is entitled to a lump sum severance payment of $41,152.80. Mr.
Dreimiller has agreed to provide consulting services to the Company for a period
of 14 months following June 9, 2005 (the “Consulting Period”), in consideration
for which the Company has agreed to pay him an additional $41,152.80. During
the
initial two months of the Consulting Period, Mr. Dreimiller has agreed to
provide consulting services for up to three days a week for a maximum of 16
days
of service. During the latter 12 months of the Consulting Period, Mr. Dreimiller
will make himself available for consultation and will be entitled to additional
hourly and per diem payments for such services he actually provides in
accordance with the terms of the Severance Agreement.
The
Company has engaged Michael Arbon as its Chief Financial Officer effective
as of
June 9, 2005. Under the terms of his employment, Mr. Arbon will work, on
average, two days per week and will receive an annual salary of
$65,000.
Item
5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
(b)
Jack Dreimiller, formerly Chief Financial Officer of the Company, left the
employment of the Company effective as of June 9, 2005.
(c)
Michael Arbon was appointed as Chief
Financial Officer of the Company, effective June 9, 2005. Mr. Arbon served
as
the Chief Operating Officer (2000 to present) and Financial Controller (1997
to
2000) of a privately held corporation with international diversified holdings
in
industrial manufacturing.
A
copy of
the Company’s press release announcing these changes is filed as Exhibit 99.1
hereto.
Item
9.01. Financial
Statements and Exhibits.
(c) Exhibit
Number Title
99.1
Press Release issued by Precision Optics Corporation, Inc. on June 9,
2005.
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 hereunto
duly authorized.
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Date:
June 15, 2005
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PRECISION
OPTICS CORPORATION, INC.
By:
/s/
Richard E. Forkey
Name:
Richard
E. Forkey
Title:
Chairman
of the Board,
Chief
Executive
Officer, President
and
Treasurer
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EXHIBIT
INDEX
Exhibit
Number
Title
99.1
Press Release issued by Precision Optics Corporation, Inc. on June 9,
2005.