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 8, 2007
ARC Wireless Solutions, Inc.
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(Exact name of registrant as specified in its charter)
Utah
(State or Other Jurisdiction of Incorporation)
000-18122 87-0454148
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(Commission File Number) (IRS Employer Identification Number)
10601 West 48th Avenue
Wheat Ridge, Colorado 80033
(Address of principal executive offices including zip code)
(303) 421-4063
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(Registrant's telephone number, including area code)
N/A
(Former address, if changed since last report)
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 2, 2007, the Board of Directors (the "Board") of ARC Wireless
Solutions, Inc. (the "Company") approved the 2007 Stock Incentive Plan (the
"2007 Plan"). The 2007 Plan provides for the grant of incentive stock options,
nonqualified stock options, restricted stock awards, restricted stock units
(awards of restricted stock, cash or a combination thereof), and dividend
equivalent rights (collectively, the "Awards") to officers, employees,
directors, and consultants of the Company. In connection with the approval of
the 2007 Plan, the Board reserved 300,000 shares of the Company's common stock,
$0.0005 par value per share, for issuance under the 2007 Plan. The 2007 Plan
will terminate on August 2, 2017.
The 2007 Plan shall be administered by the Board or a committee of the Board and
shall have the authority to determine the type or types of Awards granted under
the 2007 Plan. The Awards may be granted either alone, in addition to, or in
tandem with, any other type of Award. The Board or the appointed committee of
the Board shall determine (i) the number of shares of common stock, restricted
stock, or restricted stock units to be subject to each Award; (ii) the time at
which each Award is to be granted; (iii) the extent to which the transferability
of shares of common stock issued or transferred pursuant to any Award is
restricted; (iv) the fair market value of the common stock; (v) whether to
accelerate the time of exercisability of any Award that has been granted; (vi)
the period or periods and extent of exercisability of the options; and (vii) the
manner in which an option becomes exercisable. In addition, the Board or
appointed committee of the Board shall fix such other terms of each option,
restricted stock award, and restricted stock units as it may deem necessary or
desirable, and shall determine the form, terms, and provisions of each agreement
to evidence each Award.
The 2007 Plan has been attached to this Current Report on Form 8-K as Exhibit
10.1, and is incorporated herein by reference. The Company intends to submit the
2007 Plan to its shareholders for approval at its next meeting of shareholders.
ITEM 9.01. Financial Statements and Exhibits
Exhibit Number Exhibit Title
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10.1 ARC Wireless Solutions, Inc 2007 Stock Incentive Plan
10.2 Form of Stock Option Agreement
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.
ARC WIRELESS SOLUTIONS, INC.
Date: August 8, 2007 By: /s/ Monty R. Lamirato
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Monty R. Lamirato
Chief Financial Officer