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 (Date of earliest event reported) September
15, 2008
ADDVANTAGE TECHNOLOGIES
GROUP, INC.
(Exact name of Registrant as
specified in its Charter)
Oklahoma
(State
or other Jurisdiction of Incorporation)
1-10799
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73-1351610
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(Commission
file Number)
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(IRS
Employer Identification No.)
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1221
E. Houston, Broken Arrow Oklahoma
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74012
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(918)
251-9121
(Registrant's
Telephone Number, Including Area Code)
(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 InstructionA.2. below):
□
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Written
Communication 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© under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.01 Entry into a Material Definitive Agreement.
On
September 15, 2008, ADDvantage Technologies Group, Inc. (the “Company”)
appointed Scott Francis, as Vice President, Chief Financial Officer and Chief
Accounting Officer. Pursuant to a letter agreement dated September
15, 2008, between the Company and Mr. Francis, his compensation will include an
annual salary of $120,000 and a stock
option grant to purchase 10,000 shares of the Company’s common
stock. Mr. Francis will also participate in the Senior Management
Incentive Compensation Plan.
Item 5.02 Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
On
September 15, 2008, ADDvantage Technologies Group, Inc. (the "Company")
appointed Dan O’Keefe, age 40, as Vice President, Chief Operating Officer and
Secretary. Mr. O’Keefe previously served as Vice President, Chief
Financial Officer, Chief Accounting Officer and Secretary of the Company since
March 2006. Prior to joining the Company, O’Keefe served as the
Corporate Controller for LinkAmerica Corporation from 1997 through 2001 and as
President of Interstate Express, Inc., a LinkAmerica Company, from 2001 through
2005.
On
September 15, 2008, the Company appointed Scott A. Francis, age 41, as Vice
President, Chief Financial Officer and Chief Accounting
Officer. Prior to his employment by the Company, Mr. Francis served
for four years as a controller of accounting for Vanguard Car Rental USA, Inc.,
a car rental company located in Tulsa, Oklahoma. From 1997 to 2004,
he served as manager of financial reporting for WilTel Communications, Inc., a
public telecommunications company located in Tulsa, Oklahoma, for which he
managed all financial reporting and general accounting functions. The
material terms of Mr. Francis’ employment agreement are discussed in Item 1.01
above.
Item 7.01 Regulation
FD Disclosure
ADDvantage
Technologies Group, Inc. (NASDAQ: AEY), today announced that it has named Scott
A. Francis as vice president, chief financial officer and chief accounting
officer. In conjunction with the hiring of Mr. Francis, the Company announced
that Daniel E. O’Keefe, who previously held these positions, will serve as vice
president, chief operating officer and secretary. In O’Keefe’s new
position, he will pursue corporate objectives and serve as a liaison between the
operating business units of the Company. A copy of the press release
is furnished as Exhibit 99.1 to this Current Report filed on Form 8-K and
is incorporated herein by reference.
Item 9.01 Financial
Statements and Exhibits
(d)
Exhibits
The
following exhibits are furnished herewith:
Exhibit
10.1
Exhibit
99.1
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Employment
contract for Mr. Francis.
Press
release dated September 16, 2008, issued by the Company.
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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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ADDVANTAGE
TECHNOLOGIES GROUP, INC.
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Date:
September 18, 2008
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By:
/s/ Daniel E. O’Keefe
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Daniel
E. O’Keefe
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Vice-President,
Chief Operating Officer & Secretary
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Exhibit
Index
Exhibit
Number
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Description
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10.1
99.1
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Employment
contract for Mr. Francis.
Press
release dated September 16, 2008, issued by the
Company.
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