Form 8-K for INFODATA SYSTEMS INC
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30-Dec-2004
Entry Material Agreement
Item 1.01 - Entry into a Material Definitive Agreement.
On December 23, 2004, the Registrant entered into an amended employment agreement with its President and Chief Executive Officer, Edwin A. Miller. In accordance with the terms of the amended agreement, Mr. Miller will receive an annual salary of $275,000.
Under the amended employment agreement, Mr. Miller may receive bonus compensation subject to the satisfaction of various conditions. Generally, Mr. Miller will be entitled to receive bonus compensation based upon: (i) the Registrant's achievement of varying levels of revenue and net income; (ii) (a) the revenues of any acquired company and (b) the successful integration of such acquired company's operations; and/or (iii) the consideration paid by a company that merges with or acquires the Registrant and the judgment of the Board as to Mr. Miller's performance as Chief Executive Officer until the time of the merger or acquisition. The amended employment agreement became effective retroactively as of November 15, 2004, Mr. Miller's employment anniversary date.
Pursuant to the amended employment agreement, Mr. Miller was also granted an incentive stock option to purchase 100,000 shares of the Registrant's common stock at an exercise price of $1.725 per share. The stock option became exercisable to the extent of 25% on November 15, 2004 and is cumulatively exercisable to the extent of 25% each year thereafter.
