SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 29, 2013, the Compensation Committee approved the 2013 Executive Incentive Compensation Plan for the executive officers listed below. If certain revenue and earnings goals are met for the full fiscal year 2013, the target incentive compensation under the 2013 Executive Incentive Compensation Plan will be as listed below. In addition, the 2013 Executive Incentive Compensation Plan provides for up to an additional $100,000 for each executive officer if actual earnings exceed goal by certain predefined amounts.
Chief Executive Officer - $600,000
Chief Financial Officer - $250,000
Scott P. Barlow
Vice President, General Counsel and Secretary - $250,000
Chief Technology Officer - $250,000
In addition, Mr. Giuliani's annual base salary was increased from $400,000 to $600,000 effective on February 1, 2013.
Exhibit 99.1 summarizes the 2013 Executive Incentive Compensation Plan.
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.