- Current report filing (8-K)
August 22 2012 - 3:05PM
Edgar (US Regulatory)
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):
August 16, 2012
ZIPREALTY, INC.
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(Exact Name of Registrant as Specified in Its Charter)
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Delaware
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000-51002
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94-3319956
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(State or Other Jurisdiction of
Incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification
No.)
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2000 Powell Street, Suite 300
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Emeryville, CA 94608
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(Address of Principal Executive Offices)
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(Zip Code)
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510-735-2600
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(Registrant’s Telephone Number, Including Area Code)
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Not Applicable
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(Former Name or Former Address, if Changed Since Last
Report)
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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.
(e) The Company has entered into
a Separation Agreement and General Release with David A. Rector, the Company’s former Senior Vice President, Finance,
in connection with the termination of Mr. Rector’s employment with the Company on August 16, 2012. Pursuant to that
agreement, Mr. Rector will receive (a) severance equal to six (6) months of his current annual base salary of
$265,000, less applicable withholding, in a lump sum payment within seven (7) business days following the effective date of
the agreement, and (b) an extension of the exercise period for his vested stock options until the earlier of (i) February 14,
2014, and (ii) the date that is 10 years less one day after the option grant date, subject to any earlier termination of
the options that may be required by Section 13(c) of the 2004 Equity Incentive Plan. The Company and Mr. Rector
mutually agreed to release one another from all claims and liabilities under federal and state laws arising prior to the
separation date.
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Item 9.01
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Financial Statements and Exhibits.
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10.1 Separation Agreement and
General Release with David A. Rector
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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ZIPREALTY, INC.
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a Delaware corporation
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Dated: August 22, 2012
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By:
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/s/ Samantha E. Harnett
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Samantha E. Harnett
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Vice President and
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General Counsel
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INDEX TO EXHIBITS
Exhibit
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Description
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10.1
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Separation Agreement and General Release with David A. Rector
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