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: May 1, 2007
ICO
GLOBAL COMMUNICATIONS (HOLDINGS)
LIMITED
(Exact Name of Registrant as Specified in its Charter)
Delaware |
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0-52006 |
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98-0221142 |
(State or other
jurisdiction |
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(Commission |
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(IRS Employer
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Plaza
America Tower I |
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20190 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
(703) 964-1400
(Registrants telephone
number, including area code)
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
Upon Mr. Thompsons election to the Companys Board of Directors (Board), he was appointed to serve as a member of the Audit Committee and the Compensation Committee and to serve as the chairman of the Compensation Committee.
In connection with his appointment to the Board and to serve on the Audit and Compensation Committees thereof, Mr. Thompson was granted options to purchase an aggregate of 200,000 shares of the Companys Class A common stock. These options consist of initial service option grants to purchase 100,000, 50,000 and 25,000 shares, for service on the Board, the Audit Committee and the Compensation Committee, respectively, as well an additional 25,000 shares for serving as the Compensation Committee chairman. Each of these grants was effective May 1, 2007 with an exercise price equal to the closing price of the Companys Class A common stock on the Nasdaq Global Market on that date. These options will vest and become exercisable in four, equal annual installments beginning with the date the options were granted, with the result that the option becomes fully vested following four years of service on the Board, the applicable committee, or as committee chairman, as applicable.
A copy of the Companys press release announcing the election of Mr. Thompson dated May 1, 2007 is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
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Description |
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99.1 |
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Press release dated May 1, 2007. |
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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.
ICO GLOBAL COMMUNICATIONS (HOLDINGS) LIMITED |
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(Registrant) |
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By: |
/s/ John L. Flynn |
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May 2, 2007 |
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John L. Flynn |
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