UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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) September
4, 2007
IONATRON,
INC.
(Exact
Name of Registrant as Specified in Its Charter)
Delaware
(State
or
Other Jurisdiction of
Incorporation)
|
001-14015
|
77-0262908
|
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
|
|
|
|
3716
East Columbia,
Suite 120, Tucson, Arizona
|
85714
|
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
(520)
628-7415
(Registrant’s
Telephone Number, Including Area Code)
(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):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
x 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
8.01. Other Events
On
September 4, 2007, the Compensation Committee amended the Company’s 2007 Stock
Incentive Plan (the “Plan”) to provide limitations on the number of shares of
common stock with respect to which options, restricted stock, deferred stock,
stock appreciation rights or other stock based awards may be
granted.
The
Plan,
as previously approved by the Board provides for a maximum of 10,000,000 shares
of common stock available for grant or award.
The
further limitations imposed by the Committee provide that (i) the aggregate
maximum number of shares of common stock that are available for grant or award
during the first five (5) years of the Plan will be 5,000,000 shares, and (ii)
the maximum number of shares of common stock available for grant or award during
any consecutive twelve (12)-month period, subject to the aggregate
maximum, shall
be
1,000,000 shares
during the
first
two years of the Plan and 2,000,000 shares during the third through fifth years
of the Plan.
The
foregoing terms amend the terms of the Plan as set forth in the Company’s Proxy
Statement dated August 10, 2007, which relates to the Company’s Annual Meeting
of Stockholders to be held on September 10, 2007. Effectiveness of the Plan
(as
so amended) is subject to the adoption and approval by the Corporation’s
stockholders.
SIGNATURES
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 thereunto duly authorized.
| |
|
|
| |
IONATRON,
INC. |
|
|
(Registrant) |
| Date: September
4, 2007 |
By: |
/s/ Kenneth
M. Wallace |
| |
Kenneth
M. Wallace |
| |
Title:
Chief
Financial
Officer |