xfone8k.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
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 29,
2008 (May 29, 2008)
XFONE,
INC.
(Exact
name of registrant as specified in its charter)
Nevada
(State or
other jurisdiction of incorporation or organization)
Commission
File No. 001-32521
11-3618510
(I.R.S.
Employer Identification Number)
5307
W. Loop 289
Lubbock,
Texas 79414
(Address
of principal executive offices)
806-771-5212
(Registrant’s
telephone number, including area code)
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)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
5.02 Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
Bonus Granted to Niv
Krikov
On May
29, 2008, the Board of Directors of Xfone, Inc. (the "Registrant"), following
the recommendation of the Compensation Committee of the Board of Directors,
granted a bonus of $30,000 to Mr. Niv Krikov, the Registrant’s Treasurer, Chief
Financial Officer and Principal Accounting Officer. The bonus was granted to Mr.
Krikov in consideration for his efforts and services to the Registrant to
date.
All other
employment terms of Mr. Krikov, including the amount of his annual salary,
remain unchanged. The details of such employment terms are available
in the Registrant’s Current Reports on Form 8-K filed on May 9, 2007 and August
13, 2007.
Increased Monthly Fees under
Consulting Agreements with Abraham Keinan and Guy Nissenson
Effective
as of June 1, 2008, the Registrant’s Board of Directors, following the
recommendation of the Audit Committee and the Compensation Committee of the
Board of Directors, approved (i) an increased monthly fee of £16,000 ($31,581)
increased from £10,000 ($19,738) to be paid to Mr. Abraham Keinan under the
previously disclosed consulting agreement between the Registrant and Mr. Keinan,
with an effective date of January 1, 2007, and (ii) an increased monthly fee of
£16,000 ($31,581) increased from £10,000 ($19,738) to be paid to Mr. Guy
Nissenson under the previously disclosed consulting agreement between Mr.
Nissenson and the Registrant with an effective date of January 1,
2007.
The
increase in fees was determined in accordance with the terms of the consulting
agreements, which provide that once a calendar year the Registrant’s Board of
Directors shall consider approving an increase to the fee that is paid to
Messrs. Keinan and Nissenson under the agreements. Such Board approval is
subject to the prior review, oversight and recommendation to the Board of both
the Audit Committee and the Compensation Committee.
The
consulting agreements also provide for the Registrant’s Board of Directors to
consider a grant of success bonus to Mr. Keinan and Mr. Nissenson, which shall
be done from time to time, but not less than once a calendar
year. Each of Mr. Keinan and Mr. Nissenson waived his bonus for 2007
to which he is entitled pursuant to this provision.
The
consulting agreements with Mr. Keinan and Mr. Nissenson were filed as Exhibits
10.98 and 10.100, respectively, to the Registrant’s Annual Report on Form 10-KSB
for the fiscal year ended December 31, 2006, which was filed on March 30,
2007.
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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Xfone,
Inc. |
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By:
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/s/ Guy
Nissenson |
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Guy
Nissenson |
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President,
Chief Executive Officer and Director
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