UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 1, 2014
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.
[_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR240.14d-2(b))
[_] Soliciting material pursuant to Rule 14a-12 under Exchange Act (17 CFR240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR240.13e-4(c))
Item 5.02. Departure of Directors or Certain Officers, Appointment of Certain Officers, Compensatory Arrangements of Certain Officers.
On May 1, 2014, Solar3D, Inc., a Delaware corporation (the "Company"),
entered into an amendment (the "Amendment") to its Restricted Stock Grant
Agreement (the "RSGA") with its Chief Executive Officer, James B. Nelson,
originally dated September 23, 2013, having the effect of delaying the issuance
of shares earned by Mr. Nelson and vested under the Agreement to the later of
(i) the first day of the fiscal year following the fiscal year during which the
restricted shares vest or (ii) within five (5) business days after the last day
of the month during which the restricted shares vest.
A copy of the Amendment to the Restricted Stock Grant Agreement is attached to this Report as Exhibit 10.1.
(d) Exhibits
10.1 Amendment to Restricted Stock Grant Agreement, dated May 1, 2014, by and between Solar3D, Inc., a Delaware corporation, and James B. Nelson.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: May 2, 2014
/s/ James B. Nelson
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James B. Nelson, Chief Executive Officer
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EXHIBIT 10.1
AMENDMENT TO RESTRICTED STOCK GRANT AGREEMENT WITH JAMES B. NELSON
AMENDMENT
TO
RESTRICTED STOCK GRANT AGREEMENT
This Amendment to Restricted Stock Grant Agreement (the "Amendment") is made as of this 1st day of May 2014 by and between Solar3D, Inc., a Delaware corporation ("Solar3D"), and James B. Nelson ("Grantee") with respect to the following facts:
RECITALS
A. Solar3D and Grantee have entered into that certain Restricted Stock Grant Agreement, dated as of September 23, 2013 (the "Agreement").
B. Solar3D and Grantee believe it is in the best interests of both Solar3D and Grantee to amend the timing for issuance of vested Shares under the Agreement.
C. The terms used in this Amendment will have the meanings ascribed to them in the Agreement unless otherwise defined herein.
NOW, THEREFORE, for one dollar and other good and valuable consideration, THE PARTIES HERETO AGREE AS FOLLOWS:
The last sentence of Section 2.2 of the Agreement is hereby amended and restated as follows: "The monthly vested Shares, if any, shall be issued to the Grantee on the later of (i) the first day of the fiscal year following the fiscal year during which the Shares vest or (ii) within five (5) business days after the last day of the month during which the Shares vest."
The Agreement will remain in full force and effect except as specifically modified by this Amendment. In the event of any conflict between the Amendment and the Agreement, the terms of this Amendment will govern.
This Amendment may be executed simultaneously in any number of counterparts, each of which counterparts will be deemed to be an original and such counterparts will constitute but one and the same instrument.
IN WITNESS WHEREOF, this Amendment is executed as of the date first above written.
SOLAR3D: SOLAR3D, INC.
By:/s/ Abe Emard
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Abe Emard, Director
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GRANTEE:
/s/ James B. Nelson ------------------------------------------ James B. Nelson |