Bally Technologies 8-K 2011
Washington, D.C. 20549
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): December 6, 2011
BALLY TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Registrants telephone number, including area code: (702) 584-7700
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 December 6, 2011 (the Effective Date), Bally Technologies, Inc. (the Company) entered into a Letter Agreement (the Agreement) with Mr. Derik Mooberry, the Companys Senior Vice President, Products and Operations. Pursuant to the Agreement, Mr. Mooberrys duties generally include oversight and management of the Companys product development and product marketing as well as any other activities that the Company may deem appropriate or as the Chief Operating Officer may assign. Pursuant to the Agreement, Mr. Mooberry will receive a salary of $231,750 and will be entitled to participate in the Companys Senior Management Incentive Program. Mr. Mooberry will also continue to participate in the established Revenue and Operating Income base incentive programs currently in place.
Mr. Mooberry also received equity grants on the Effective Date of 4,000 stock options and 4,000 shares of restricted stock under the Agreement, each vesting in four equal installments on the first, second, third and fourth anniversaries of the Effective Date, subject to Mr. Mooberrys continued employment with the Company. The awards are subject to the terms of the Companys 2010 Long Term Incentive Plan. If Mr. Mooberry is terminated without Cause, as defined in the Agreement, Mr. Mooberry would continue to receive his then current salary for a period of one-year following termination. Any such payments would however be offset by any income earned by Mr. Mooberry from other employment during the one-year period. The Companys obligation to pay any salary continuation is conditioned upon Mr. Mooberrys execution of a release of claims and continued compliance with the restrictive covenants set forth in the Agreement.
The Agreement includes customary non-compete, non-solicitation, confidentiality and non-disparagement covenants as well as an intellectual property assignment by Mr. Mooberry. The foregoing summary is qualified in its entirety by reference to the complete text of the Agreement, a copy of which is filed herewith as Exhibit 10.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
10.1 Employment Agreement by and between Bally Technologies, Inc. and Derik Mooberry, dated December 6, 2011.
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, thereunto duly authorized.