form8k101607.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
___________________
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date
of
Report: October 16, 2007
(Date
of
earliest event reported)
DCAP
GROUP, INC.
(Exact
Name of Registrant as Specified in Charter)
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Delaware
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0-1665
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36-2476480
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File No.)
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(IRS
Employer Identification
Number)
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1158
Broadway, Hewlett, NY
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11557
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant's
telephone number, including area code: (516) 374-7600
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:
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____
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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___
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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____
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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____
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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 Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
(e) On
October 16, 2007, DCAP Group, Inc. (the “Company”) and Barry B. Goldstein, the
Company’s President, Chief Executive Officer and Chairman of the Board, entered
into an Employment Agreement. The initial term of the Employment
Agreement expires on June 30, 2009.
Pursuant
to the Employment Agreement, Mr. Goldstein is entitled to receive an annual
base
salary of $350,000 (which base salary has been in effect since January 1, 2004)
and annual bonuses based on the Company’s net income. In addition,
pursuant to the Employment Agreement and as provided for in Mr. Goldstein’s
prior Employment Agreement which expired on April 1, 2007, Mr. Goldstein would
be entitled, under certain circumstances, to a payment equal to one and one-half
times his then annual salary in the event of the termination of his employment
following a change of control of the Company.
Concurrently
with the execution of the Employment Agreement, the Company granted to Mr.
Goldstein options for the purchase of 130,000 shares of Common Stock of the
Company at an exercise price of $2.06 per share.
The
foregoing descriptions of the Employment Agreement and the stock option grant
do
not purport to be complete and are qualified in their entirety by reference
to
the full text of the Employment Agreement and the Stock Option Agreement filed
as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K which is
incorporated by reference herein.
Item
9.01. Financial Statements and Exhibits.
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10.1
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Employment
Agreement, dated as of October 16, 2007, by and between DCAP Group,
Inc.
and Barry B. Goldstein
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10.2
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Stock
Option Agreement, dated as of October 16, 2007, by and between DCAP
Group,
Inc, and Barry B. Goldstein
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SIGNATURES
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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DCAP
GROUP, INC.
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Date:
October
18, 2007
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By:
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/s/ Barry
B. Goldstein |
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Barry
B. Goldstein |
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President
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