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): October 21, 2009
NOVATEL WIRELESS, INC.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 000-31659 |
86-0824673 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
9645 Scranton Road
San Diego, CA 92121
(Address of Principal Executive Offices)
Registrant’s telephone number, including area code: (858) 812-3400
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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 1.01 | Entry into a Material Definitive Agreement. |
On October 21, 2009, the Board of Directors of Novatel Wireless, Inc. (the “Company”) approved a new form of indemnification agreement and authorized the Company to enter into this agreement with each of its current directors and executive officers. The directors and executive officers who have entered or will enter into a new indemnification agreement with the Company are set forth in the table below.
| Name |
Title | |
| Peter V. Leparulo | Chairman and Chief Executive Officer | |
| Russell C. Gerns | Director | |
| James Ledwith | Director | |
| Greg Lorenzetti | Director | |
| Horst J. Pudwill | Director | |
| John R. Ross | Director | |
| John D. Wakelin | Director | |
| David A. Werner | Director | |
| Robert M. Hadley | Chief Marketing Officer | |
| Kenneth G. Leddon | Senior Vice President and Chief Financial Officer | |
| Catherine F. Ratcliffe | Senior Vice President, Business Affairs, General Counsel and Secretary | |
| Christopher J. Ross | Senior Vice President, Operations | |
| Slim S. Souissi | Senior Vice President and Chief Technology Officer |
Each indemnification agreement provides, among other things, that the Company will indemnify and defend, to the fullest extent permitted under Delaware law, the covered director or officer against any and all expenses (including attorneys’ fees), damages, losses, judgments, fines, penalties, awards and settlement amounts paid or payable in connection with any claim, demand, action, suit or proceeding that arises out of the director or officer’s service to the Company. Each indemnification agreement also requires the Company, upon request of the covered director or executive officer, to advance the expenses related to such an action provided that the director or executive officer undertakes to repay any amounts to which he or she is subsequently determined not to be entitled.
The indemnification agreement is not exclusive of any other rights to indemnification or advancement of expenses to which the covered director or executive officer may be entitled, including any rights arising under the charter or bylaws of the Company or applicable law.
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.
| NOVATEL WIRELESS, INC. | ||
| By: |
/s/ CATHERINE F. RATCLIFFE | |
| Catherine F. Ratcliffe | ||
| Senior Vice President, Business Affairs, General Counsel and Secretary | ||
Date: October 27, 2009