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): February 1, 2009


TREE TOP INDUSTRIES, INC.
(Exact name of Registrant as specified in its charter)

         
Nevada
 
000-10210
 
83-0250943
(State or other jurisdiction of
 
(Commission
 
(IRS Employer
incorporation)
 
File Number)
 
Identification No.)

     
840 North Hollywood Way, 2nd Floor
Burbank, CA
 
 
91505
 
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code: (775) 261-3728
 

N/A
(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:

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 1, 2009, Robert Hantman was elected to the Board of Directors of Tree Top Industries, Inc. (the “Company”) for a one year term. Mr. Hantman was issued 1,000,000 shares of common stock of the Company.  Mr. Hantman’s term shall automatically renew each year unless it is otherwise recommended by the Board of Directors.
 
On May 29, 2009, Kathy Griffin was elected to the Board of Directors of the Company for a one year term.  Ms. Griffin was issued 1,000,000 shares of common stock of the Company as compensation for being a director. Ms. Griffin’s term shall automatically renew each year unless it is otherwise recommended by the Board of Directors.  On May 28, 2009, Ms. Griffin was also named President of the Company.  Mrs. Griffin, 55, has significant experience in marketing, sales, new business development and general business management, both in the United States and on the international scene.  Mrs. Griffin started her career at Superior Brands, where she held several positions, including International Marketing Manager.   Most recently she was employed as an executive in the New Business Development Group by Shuster Laboratories, a division of Specialized Technology Resources, Inc., a global provider of supply chain programs, corporate social responsibility, and consulting services.  Mrs. Griffin has a Bachelor’s degree from Boston College University, as well as advanced study in International Relations through the University of Massachusetts John McCormack Institute for Public Policy, and the American Marketing Association.  Ms. Griffin entered into an employment agreement on January 22, 2009, that became effective on April 1, 2009.  It was for a three year term with an annual performance and salary review.  Ms. Griffin’s initial annual salary under the agreement was $127,500.
 
On December 8, 2009, Chris Cecil resigned as Chief Executive Officer of NetThruster, Inc., a wholly owned subsidiary of the Company.  On March 1, 2010, Mr. Cecil effectively resigned from the Board of Directors of the Company.  Mr. Cecil did not provide the Company with any written correspondence concerning the circumstances surrounding his resignation from either position.
 
On December 27, 2009, Michael Valle resigned from the Board of Directors of the Company.  Mr. Valle reigned via email and gave no reasons for his resignation.
 

Item 9.01 Financial Statements and Exhibits.
 
(d) Exhibits.

10.1
Employment Agreement, by and between Tree Top Industries, Inc. and Kathy Griffin entered into  on January 22, 2009 and effective Aril 1, 2009.

99.1
Email from Michael Valle to Tree Top Industries, Inc., dated December 27, 2009.
 
 
 
 
2

 
 
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
 
 
 
 
 
 
TREE TOP INDUSTRIES, INC.
 
       
Date: March 17, 2010
By:
 /s/ David Reichman
 
   
 David Reichman, CEO and Chairman of the Board
 
       
       
       
 
By:
 /s/ Kathy M. Griffin                                                 
 
   
  Kathy M. Griffin, President and Director
 
       

     
   
                                                                                 

 
 

 

 
3

 



 
December 27, 2009
 
 
              Dear David
 
 
               I herby tender my resignation from the Board of  Directors of  Tree Top Industries effective immediately.
 
 
              Sincerely
 
 
              Michael Valle
/Letterhead/

 
Employment Contract
 

January 16, 2009


Ms. Kathy Griffin
25 Del Prete Dr.
Hingham, MA 02043

Re: Director- Strategic Planning .

Dear Kathy:

We appreciate your favorable response to our offer for you to become the Director-Strategic Planning of Tree Top Industries, Inc.  I personally am eager  to welcome you to the company, as are the members of the Board.

As I mentioned in my prior correspondence with you, attracting the appropriate executive level personnel is difficult at best, but trying to do so at the same time as the company is building itself is even more difficult. This has now become compounded by the new economic circumstances and recession in the U.S.  However, it is with your help, that we anticipate establishing the company as a leader in the new environment and economic conscious market place.  Moreover, we have not lost our vision in regard to acquiring cutting edge technology although skepticism is broadly articulated in the market by most sitting on the side-lines. This is for us a moment when we can demonstrate how our vision is the future. I am simply restating our goals including our desire to perhaps become listed on the American Stock Exchange in the next year or two.

That all having been said, we too have been affected to some degree by the economic debocle these past five months, and in review with our institutional/investor relations advisors are now contemplating a few adjustments to our overall business plan implementation, but not its overall goals. In that sense, subject to approval of our revised business plan by the Board of Directors at its meeting on February 6, 2009, we would like you take on the position effective April 1, 2009, or shortly thereafter should you require another week or two before starting. In addition, we recognize that our signing bonus no longer provided the same attraction as it did just a few weeks ago and therefore have at our sole discretion increased it to 1.4 million shares of common restricted stock.
 
We hope that you find these minor adjustment(s) acceptable and will execute this Agreement.


With best regards,


/s/______________________________
David Reichman, Chairman & CEO




Attachment: Employment Agreement.



 
 

 


 
JOB DESCRIPTION:

Director-Strategic Planning . The position, as previously discussed in our meetings, is based in Massachusetts with required travel to Los Angeles and other domestic and International places, and reports to the Office of the Chief Executive which as the company expands will include two or three group executive Vice-Presidents. The position in addition enjoys dotted line responsibility from each company President and the parent company CFO.  Our structure is meant to develop, facilitate and promote an entrepreneurial milieu, where professionals cross lines to work together for a common goal. Finally, this position includes participation in events that promote both social and economic results for the company as well as society at large.

Starting date:      April 1, 2009.

Starting Salary:   $127,500. Annual.

Six Months performance review.

Term:                      3 Years, with annual performance and salary review.

Health Ins.             Currently Anthem plan, researching alternative plans.   Coverage effective after 3 months employment.

Pension &
Profit Sharing:       Subject to plan approved by the Board for all executive  staff.

Signing Bonus:       1,400,000 shares of Company Common Stock, restricted i n accordance with Rule 144, subject to all SEC r egulations.

Stock Options:       TBD; and subject to Board allocation and Approval.

Job Base:                Hingham, Massachusetts.

Work Agreement: Travel from MA. Base will consist of a Minimum two (2)  contiguous weeks, whether to one location or multiple,  with one week back to MA.
 

 
 
 

 
Travel Commit:     Domestic and International, approximately 70% to 75%.

Vacation:                 Executive Plan: Three weeks per year; year 1 through 5.   During year one, vacation weeks not to be taken  contiguously.

 
Personal/Sick:        TBD.

Travel Expenses:   Hotel, air & ground transportation will be arranged by the  Employer, and in-accordance with company travel policy.   Company Credit Card(s) will be provided for expenses
                                 which  are not directly billed to the Company. Travel  expense vouchers are required on a weekly, trip a/o  monthly basis as  appropriate. All air mileage will accrue
                                 to your personal frequent-flyer number but remain  available for use, by the employee, for company business.

                                Hotel Award Mileage at Company Contracted Hotel(s) will  not accrue to the employee, but rather the employer.   However, hotel usage outside of Cities which have
                                company contracted hotels is available to the employee  personally, and the employee may use same for their  personal use and subject to any imposed tax.



I, Kathy Griffin, hereby accept the above offer of employment.

By:_/s/______________________  dated ______________,  ___ , 2009.
Kathy M. Griffin

Social Security Number: __ __ __-__ __-__ __ __ __



 
Accepted: Tree Top Industries, Inc.
 

   By:_/s/__________________
   David I Reichman, Chairman & CEO