Unassociated Document
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 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 10, 2010
Upstream
Worldwide, Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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000-50494
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98-0412432
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(State
or other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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200
E. Broward Blvd., Suite 1200
Ft.
Lauderdale, Florida
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33301
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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: (954)
915-1550
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
1.01 Entry
into a Material Definitive Agreement.
Item
5.02 Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
On
September 10, 2010, Upstream Worldwide, Inc. (the “Company”) appointed Chuck
Wallace as its Chief Operating Officer. Since February 2010, Mr.
Wallace has served as a consultant to the Company under a Consulting Agreement
which was terminated in connection with his appointment. Since June
2008, Mr. Wallace has been a private equity investor and has served in advisory
and consulting roles with Internet and software companies. From
September 2007 through April 2008, Mr. Wallace was the Chief Executive Officer
of Ustream.tv, a webcasting company. Prior to this, Mr. Wallace
served in many roles at Esurance Insurance Group, a company he
co-founded. Mr. Wallace is 46 years old.
In
connection with his appointment, Mr. Wallace is receiving a salary of $150,000
per year and was granted 13,279,434 options exercisable at $0.034 per
share. Of the options: (i) 1,659,930 options are fully vested and
(ii) the remaining vest in 276,655 increments each month beginning September 22,
2010.
Also on
September 10, 2010, the Company’s Board of Directors granted 12,963,070 options
each to Douglas Feirstein, the Company’s Chief Executive Officer, and Daniel
Brauser, the Company’s Chief Financial Officer. These options are
exercisable at $0.034 per share and vest over a four year period each calendar
quarter with the first vesting date being December 31, 2010.
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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UPSTREAM WORLDWIDE,
INC. |
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By:
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/s/ Daniel
Brauser |
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Name: Daniel
Brauser |
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Title: Chief
Financial Officer |
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