SEC Info - Force Protection Inc - ‘10-K’ for 12/31/07

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Force Protection Inc – ‘10-K’ for 12/31/07 – EX-10.9

On: Monday, 9/15/08, at 3:19pm ET · For: 12/31/07 · Accession #: 1047469-8-10069 · File #: 1-33253

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 9/15/08  Force Protection Inc              10-K       12/31/07   31:5.6M                                   Merrill Corp/New/FA

Annual Report — Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML   1.60M 
 2: EX-2.1      Plan of Acquisition, Reorganization, Arrangement,   HTML     25K 
                          Liquidation or Succession                              
 3: EX-3.1      Articles of Incorporation/Organization or By-Laws   HTML     26K 
 4: EX-3.3      Articles of Incorporation/Organization or By-Laws   HTML     16K 
 5: EX-10.1     Material Contract                                   HTML    124K 
 8: EX-10.11    Material Contract                                   HTML     24K 
 9: EX-10.18    Material Contract                                   HTML    710K 
10: EX-10.40    Material Contract                                   HTML     21K 
11: EX-10.52    Material Contract                                   HTML    113K 
12: EX-10.56    Material Contract                                   HTML     34K 
13: EX-10.57    Material Contract                                   HTML    755K 
14: EX-10.58    Material Contract                                   HTML     26K 
15: EX-10.59    Material Contract                                   HTML     24K 
 6: EX-10.6     Material Contract                                   HTML     28K 
16: EX-10.60    Material Contract                                   HTML     25K 
17: EX-10.61    Material Contract                                   HTML     21K 
18: EX-10.63    Material Contract                                   HTML     23K 
19: EX-10.64    Material Contract                                   HTML     17K 
20: EX-10.65    Material Contract                                   HTML    226K 
21: EX-10.66    Material Contract                                   HTML    115K 
22: EX-10.78    Material Contract                                   HTML     70K 
23: EX-10.79    Material Contract                                   HTML    150K 
24: EX-10.81    Material Contract                                   HTML     22K 
 7: EX-10.9     Material Contract                                   HTML     16K 
25: EX-14       Code of Ethics                                      HTML    214K 
26: EX-21.1     Subsidiaries of the Registrant                      HTML     13K 
27: EX-23.1     Consent of Experts or Counsel                       HTML     15K 
28: EX-23.2     Consent of Experts or Counsel                       HTML     13K 
29: EX-31.1     Certification per Sarbanes-Oxley Act (Section 302)  HTML     18K 
30: EX-31.2     Certification per Sarbanes-Oxley Act (Section 302)  HTML     18K 
31: EX-32.1     Exhibt 32.1                                         HTML     15K

EX-10.9 — Material Contract
Exhibit Table of Contents

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Exhibit 10.9

Compensation Arrangement for Gordon McGilton
as approved by the Board of Directors
of Force Protection, Inc.

Excerpts from Force Protection, Inc. Board Minutes, dated January 13, 2006:

RESOLVED, that effective as from January 1, 2006 the compensation of Mr. McGilton as Chief Executive Officer of the Company shall include:

•: Cash compensation of $35,000 per month, plus
•: Relocation expenses of $30,000 upon separation from the Company for any reasons, plus
•: A one time grant of 300,000 shares of the Company's unregistered common stock, such grant to be effective on January 1, 2006, plus
•: Options to purchase 1,000,000 shares of the Company's "S8" stock at a per share price equal to the closing market price on the first business day of January 2006, such options to vest as follows: 100% to vest in full one year from the date hereof provided that Mr. McGilton is employed by the Company at that time, and provided further that 50% of such options shall vest in the event of any change of control of more than 33.3% of the ownership of the Company and 50% of such options to vest in the event of termination of the CEO's position with the Company (unless such termination is the result of resignation or for good cause shown) prior to such vesting date.
•: All options must be exercised within 120 days from the date of leaving the Company's employment.
•: The foregoing grants are subject to the Company right to make such adjustment or changes at any time as may be necessary to comply with applicable law or to preserve and protect the best interests of the Company under the existing terms of any prior equity transaction (for example to avoid triggering any applicable "ratchet" clause or to avoid triggering an event of default or breach or representation).

Excerpts from Force Protection, Inc. Board Minutes, dated October 25, 2006:

RESOLVED, as per the recommendation of the Compensation Committee, and based upon the information reviewed, that the 2007 Compensation for Gordon McGilton as CEO will increase effective January 1, 2007, by $5,000 per month;

FURTHER RESOLVED additionally the Company will issue an option grant of 500,000 shares of common stock with a 5 year exercise period, registered under an S8, at a strike price as of market close on October 31, 2006. The options will vest 25% per quarter, on the final day of each calendar quarter in 2007 while Mr. McGilton remains employed in the capacity of CEO and/or Executive Chairman.

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Exhibit 10.9

Dates Referenced Herein and Documents Incorporated by Reference

This ‘10-K’ Filing	Date	Other Filings

Filed on:	9/15/08	8-K
For Period End:	12/31/07	NT 10-K
	1/1/07
	10/31/06	4
	10/25/06
	1/13/06	8-K
	1/1/06
		List all Filings

3 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/12/09  SEC                               UPLOAD¶    10/05/17    1:29K  Force Protection Inc.
 2/02/09  SEC                               UPLOAD¶    10/05/17    1:40K  Force Protection Inc.
12/23/08  SEC                               UPLOAD¶    10/05/17    1:43K  Force Protection Inc.

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Filing Submission 0001047469-08-010069 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Force Protection Inc – ‘10-K’ for 12/31/07 – EX-10.9

On: Monday, 9/15/08, at 3:19pm ET · For: 12/31/07 · Accession #: 1047469-8-10069 · File #: 1-33253

Previous ‘10-K’: ‘10-K/A’ on 10/15/07 for 12/31/06 · Next: ‘10-K’ on 3/26/09 for 12/31/08 · Latest: ‘10-K/A’ on 3/16/12 for 12/31/10 · 3 References: By: SEC – ‘UPLOAD’ on 2/12/09 By: SEC – ‘UPLOAD’ on 2/2/09 By: SEC – ‘UPLOAD’ on 12/23/08

Annual Report — Form 10-KFiling Table of Contents

EX-10.9 — Material ContractExhibit Table of Contents

This exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

Dates Referenced Herein and Documents Incorporated by Reference

3 Subsequent Filings that Reference this Filing

Previous ‘10-K’: ‘10-K/A’ on 10/15/07 for 12/31/06 · Next: ‘10-K’ on 3/26/09 for 12/31/08 · Latest: ‘10-K/A’ on 3/16/12 for 12/31/10 · 3 References:

Annual Report — Form 10-K
Filing Table of Contents

EX-10.9 — Material Contract
Exhibit Table of Contents