Attached files
| file | filename |
|---|---|
| EX-99.1 - EX-99.1 - COVER ALL TECHNOLOGIES INC | d31200ex99-1.htm |
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): | March 7, 2014 |
COVER-ALL TECHNOLOGIES INC.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 0-13124 | 13-2698053 |
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
412 Mt. Kemble Avenue, Suite 110C, Morristown, New Jersey 07960
(Address of Principal Executive Offices)
Registrant's telephone number, including area code (973) 461-5200
N/A
(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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| Item 8.01. | Other Events. |
On March 7, 2014, the board of directors of Cover-All Technologies Inc. (the “Company”) approved 2014 compensation for its non-employee directors (the “Plan”). The purpose of the Plan is to compensate members of the Company’s board of directors who are not employees of the Company (each, a “Non-employee Director”).
Pursuant to the Plan, each Non-employee Director will receive: (i) annual cash compensation of $22,000; and (ii) an annual award of such number of shares of the Company’s common stock that has a Fair Market Value (as defined in the Company’s Amended and Restated 2005 Stock Incentive Plan) of $29,000 on March 26, 2014. These shares are restricted and will vest on November 30, 2014. Each Non-employee Director serving on the Company’s Audit Committee or Compensation Committee will receive an additional $1,000 per quarter in cash for each such committee on which the director serves.
The terms of the Plan are identical to the terms of the 2013 Non-employee Director compensation plan, approved by the board of directors of the Company on March 26, 2013.
A summary of the Plan is attached hereto as Exhibit 99.1.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. | |
| 99.1 | Summary of 2014 Non-Employee Director Compensation, dated March 7, 2014. |
[Signature on following page.]
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| COVER-ALL TECHNOLOGIES INC. | ||
| By: | /s/ Ann Massey | |
| Ann Massey, Chief Financial Officer | ||
Date: March 10, 2014
Index to Exhibits
| Exhibit No. | Description |
| Exhibit 99.1 | Summary of 2014 Non-Employee Director Compensation, dated March 7, 2014. |