Amended Current Report Filing (8-k/a)
05 August 2014 - 7:18AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
July 2, 2014
Global
Digital Solutions, Inc.
(Exact name of registrant as specified in its
charter)
New Jersey
(State or
other jurisdiction
of incorporation)
|
000-26361
(Commission
File Number)
|
22-3392051
(IRS Employer
Identification
No.)
|
777 South Flagler Drive, Suite 800 West
West Palm Beach, Florida 33401
(Address of
principal executive offices, including zip code)
|
Registrant’s
telephone number, including area code:
(561) 515-6163
___________________________
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 (
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))
Item 5.02. Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As reported on July 7, 2014, (i) effective
July 2, 2014, Global Digital Solutions, Inc. (the “Company”) appointed Stephen L. Norris as a member of its Board of
Directors (the “Board”) and as Chairman and CEO of the Company’s wholly-owned subsidiary, GDSI International,
and (ii) effective as of July 7, 2014, the Board elected Mr. Norris Vice Chairman of the Company.
The Company and Mr. Norris have agreed to certain
compensation terms which are set forth herein:
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1.
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Effective as of July 1, 2014, and for so long as Mr. Norris continues to serve as a director of
the Company, he shall be paid a monthly fee of $6,000, payable in cash, monthly in arrears.
|
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2.
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Mr. Norris will be granted 12 million restricted stock units (“RSU”) convertible into 12 million shares of the
Company’s common stock. The RSU’s will vest in 3 equal installments commencing June 30, 2015 based on minimum revenue
goals (which have not yet been established) for GDSI International. The RSU agreement will provide that if the minimum annual revenue
goal is not met in a given year, the revenue achieved year-to-date will be reset and that year's shares will be carried forward
to the next year.
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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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Global
Digital Solutions, Inc.
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Date: August 4, 2014
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By:
/s/ Richard J. Sullivan
____________
|
|
Richard J. Sullivan
|
|
Chief
Executive Officer
|
|
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