UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
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FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
June
6,
2007
(Date
of
earliest event reported)
vFINANCE,
INC.
(Exact
Name of Registrant as Specified in Charter)
Delaware
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1-11454
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58-1974423
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(State
or Other Jurisdiction of
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(Commission
File No.)
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(IRS
Employer Identification No.)
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Incorporation)
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3010
North Military Trail
Suite
300
Boca
Raton, Florida 33431
(Address
of Principal Executive Offices)
(561)
981-1000
(Registrant’s
telephone number, including area code)
Not
Applicable
(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:
o |
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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o |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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o |
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
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Departure
of Directors or Certain Officers; Election of Directors; Appointment
of
Certain Officers; Compensatory Arrangements of Certain
Officers.
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On
June
12, 2007, vFinance, Inc. (the “Company”) announced that Jorge A. Ortega, age 44,
was elected to the Company’s Board of Directors (the “Board”) as of June 6,
2007. Mr. Ortega has served as President of The Jeffrey Group, Inc., a
marketing, communications and public relations consulting firm since February
2005. From October 1991 to January 2005, Mr. Ortega was Managing Director of
Burson-Marsteller, LLC, a global public relations and public affairs firm.
Mr.
Ortega received his B.A. degree in Business Administration from The American
University in 1985.
For
his
service on the Board, Mr. Ortega will receive an annual fee of $12,000, payable
quarterly. In connection with his appointment to the Board, the Company granted
Mr. Ortega a five-year stock option to purchase 200,000 shares of the Company’s
common stock, par value $0.001 per share (“Common Stock”), at an exercise price
of $0.20 per share, the closing price of the Common Stock on June 6, 2007.
On
June
6, 2007, the Company also granted Charles R. Modica, a member of the Board,
a
five-year stock option to purchase 200,000 shares of Common Stock at an exercise
price of $0.20 per share. For his service on the Board, Mr. Modica also will
receive an annual fee of $12,000, payable quarterly.
The
stock
options granted to Messrs. Ortega and Modica vest 25% per year over four years
beginning on June 6, 2008. Upon the acquisition by an individual or company
of
50.1% or more of the Company’s issued and outstanding shares of Common Stock,
all options granted to Messrs. Ortega and Modica will become immediately
vested.
Item
9.01
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Financial
Statements And Exhibits.
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(c)
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Exhibits.
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99.1
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Press
release issued by vFinance, Inc. on June 12,
2007.
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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.
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vFINANCE,
INC. |
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Date:
June 12, 2007 |
By: |
/s/ Leonard
J. Sokolow |
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Name:
Leonard J. Sokolow |
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Title:
Chief Executive Officer |
Exhibit
Index
Exhibit
No.
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Description
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99.1
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Press
release issued by vFinance, Inc. on June 12,
2007.
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