Streamline Health Solutions, Inc. 8-K
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): June 9, 2008
Streamline Health Solutions, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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0-28132
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31-1455414 |
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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10200 Alliance Road, Suite 200, Cincinnati, OH
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45242-4716 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code (513) 794-7100
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing
obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 1.01 |
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ENTER INTO A MATERIAL DEFINITIVE AGREEMENT. |
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Item 5.02 |
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DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN
OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS |
On
June 9, 2008, Streamline Health Solutions, Inc. entered into a new employment agreement with
Gary M. Winzenread, Vice President Product Development and Strategy, which replaced his
previous agreement with the Registrant.
The following is a summary of the significant provisions of Mr. Winzenreads employment agreement.
The full text of his agreement is attached hereto as Exhibit 10.
The term of the agreement is for the period starting 1 June 2008 and ending 31 May 2009 with
automatic annual renewals for one additional year unless no less than 90 days prior written notice
is given by either party not to renew the agreement. The agreement also terminates upon Mr.
Winzenreads death or disability or can be terminated by the Company for good cause or by the
Company without good cause at any time. Upon termination without good cause, the Company will pay
Employee a lump sum amount equal to sixty percent (60%) times the Employees then current annual
salary [to include only 60% of the then current base compensation and 60% of the higher of the
incentive compensation and bonuses paid to Employee during that prior fiscal year or earned in the
then current fiscal year to date] at the time of termination and such severance payment shall be
paid within 90 days following the date of Employees termination. Upon a change in control, the
one year employment term automatically is reset to begin on the date of the change in control and
all outstanding stock options will fully vest upon the date of the change in control;. The
agreement also includes a one year non-compete provision following termination of employment. Mr.
Winzenreads employment agreement further provides that his annual salary initially is $182,000 per
year, subject to annual upward adjustments as may be determined by the Registrants Board of
Directors or Compensation Committee. Mr. Winzenread is eligible to participate in any bonus plan
implemented by the Registrants Board of Directors or Compensation Committee and in the
Registrants Stock Option Plan, at such levels as determined from time to time by the Board or
Compensation Committee, in addition to participation in all other employee fringe benefits to the
same extent and at the same level as other officers of the Registrant are then participating.
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Item 9.01 |
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Financial Statements and Exhibits |
(d) Exhibits
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EXHIBIT |
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NUMBER |
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DESCRIPTION |
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10.
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Employment Agreement among Streamline Health Solutions, Inc.,
Streamline Health, Inc. and Gary M. Winzenread effective June 1, 2008. |
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Management Contracts and Compensatory Arrangements. |
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Signatures
Pursuant to the requirements of the Securities Act of 1934, registrant has duly caused this
report to be signed on its behalf by the undersigned hereunto duly authorized.
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Streamline Health Solutions, Inc.
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Date: June 11, 2008 |
By: |
/s/ Paul W. Bridge, Jr.
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Paul W. Bridge, Jr. |
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Chief Financial Officer |
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