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) May 21, 2008
Global Resource Corporation
(Exact name of registrant as specified in its charter)
NEVADA 000-50944 84-1565820
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(State or other jurisdiction (Commission File Number) IRS Employer
of incorporation) Identification No.)
408 BLOOMFIELD DRIVE, UNIT #3, WEST BERLIN, NEW JERSEY 08091
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (856) 767-5661
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(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 (see General Instruction A.2. below):
[ ] 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))
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ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS, COMPENSATORY ARRANGEMENTS OF CERTAIN
OFFICERS.
RESIGNATION OF DIRECTOR
Jeffrey Andrews resigned from the Board of Directors of the Company effective
May 21, 2008.
APPOINTMENT OF NEW DIRECTOR
Effective May 21, 2008, the Company's Board of Directors appointed General
Lincoln Jones III as Director of the Company to fill the vacancy created by the
resignation of Jeffrey Andrews. At the date of this Current Report on Form 8-K,
the Committee or Committees of the Board on which General Jones will serve have
not been determined.
ADOPTION OF GLOBAL RESOURCE CORPORATION 2008 STOCK INCENTIVE PLAN
On May 21, 2008, at the 2008 Annual Meeting of Stockholders (the "Annual
Meeting") of the Company, the Company's stockholders approved the Employee Stock
Incentive Plan (the "Incentive Plan"), which had been approved by the Company's
Board of Directors on May 15, 2008, subject to stockholder approval.
A description of the Incentive Plan can be found in the Company's Definitive
Proxy Statement for the Annual Meeting filed with the Securities and Exchange
Commission on April 23, 2008.
CONSULTING AGREEMENT
On May 21, 2008, the Board of Directors approved an agreement effective as of
January 1, 2008 between the Company and Frank G. Pringle, the Chairman and a
Director of the Company, to provide consulting services on a management and
executive level to the Company as an independent contractor, not an employee, on
an as-needed basis with respect to such matters relating to the business of the
Company. A copy of the Consulting Agreement is filed as Exhibit 10.16 to this
Current Report on Form 8-K.
ITEM 8.01 - OTHER EVENTS
Effective May 21, 2008, the Company's Board of Directors appointed the following
Committees:
Audit Committee:
Kim Thorne O'Brien, Chair
Jonathan L. Simon
Compensation Committee:
Frederick A. Clark, Chair
Jonathan L. Simon
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Nomination Committee:
Jonathan L. Simon, Chair
Frederick A. Clark
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
10.16 Consulting Agreement between Global Resource Corp. and Frank G.
Pringle.
10.17 Global Resource Corp. 2008 Stock Incentive Plan. (Incorporated by
reference from the Company's Definitive Proxy Statement dated April 23,
2008).
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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.
Global Resource Corporation
May 21, 2008 /s/ Frank G. Pringle
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Frank G. Pringle
President
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