- Current report filing (8-K)
September 20 2010 - 10:50AM
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): September 14, 2010
STANDARD
GOLD, INC.
(Exact
name of registrant as specified in its charter)
Colorado
(State or
other jurisdiction of incorporation)
000-14319
|
84-0991764
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
80
South Eighth Street, Suite 900
Minneapolis,
MN 55402
(Address
of principal executive offices) (Zip Code)
(612)
349-5277
(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:
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.
On
September 14, 2010, the Registrant appointed Alfred A. Rapetti and Manfred E.
Birnbaum to serve as members of Registrant’s board of directors, bring the board
membership up to five members.
Mr.
Rapetti, age 63, has over 40 years of experience in investment banking, merchant
banking, venture capital and serial entrepreneurship. Currently Mr. Rapetti
serves as a managing director for NewOak Capital LLC, New York. From 2010
through 2007, Mr. Rapetti was an independent consultant. From 2005 through 2006,
Mr. Rapetti was the executive vice-chairman and owner of Avantair, Inc. From
1995 through 2004, Mr. Rapetti was with Stamford Capital Group, Inc., acquiring
over $6 billion of companies over a nine year period involving some 225
transactions including Great Dane Holdings, Falcon Building Products, Sithe
Energies and Clark-Sweibel. Individually as an entrepreneur, Mr. Rapetti
created/owned a major leasing company in addition to starting/running the
largest nuclear safety firm in the world servicing 14 U.S. nuclear utilities and
four foreign governments. Mr. Rapetti has a B.S. in nuclear engineering and
marine engineering from SUNY Maritime College and M.S. in nuclear engineering
from New York University.
Mr.
Birnbaum, age 77, has been an independent management consultant in the energy
and power industries from 2010 through 1994. From 1982 to 1985, Mr. Birnbaum was
chief executive officer of English Electric Corp., a wholly owned subsidiary of
General Electric Company of England. From 1958 and 1982, Mr. Birnbaum held
various senior management positions at Westinghouse Electric Corporation. Since
June 2007, Mr. Birnbaum has served as a director for ZBB Energy Corporation,
serving on their audit, compensation, nominating and operating committees. Mr.
Birnbaum earned a B.A. in mechanical engineering from Polytechnic Institute of
the City University of New York in 1957 and a Masters Degree in electrical
engineering from the University of Pennsylvania.
In
consideration of Messrs. Rapetti and Birnbaum serving on the board and their
future service on the board, effective September 14, 2010, the Registrant issued
to each 100,000 shares of the Registrant’ un-registered $0.001 par value common
stock and granted each a ten-year stock option to purchase up to 400,000 shares
of Registrant’s common stock at an exercise price of $0.46 per share, the
average of the prior 30 trading days closing sale prices of the Registrant’s
common stock. The options vest in equal annual installments of
200,000 shares each over two years, with the first installments vesting
September 14, 2011.
The board has not yet
determined upon which committees Messrs. Rapetti and Birnbaum will
serve.
Item
9.01.
Financial Statements
and Exhibits.
None.
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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STANDARD
GOLD, INC.
|
|
|
|
|
|
Date: September
20, 2010
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By:
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/s/
Mark D. Dacko
|
|
|
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Mark
D. Dacko
|
|
|
|
Chief
Financial Officer
|
|
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