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): December 13, 2004
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Exact Name of Registrant as
Specified in Its Charter: CALAMP CORP.
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DELAWARE 0-12182 95-3647070
_____________________________ ____________ _____________
State or Other Jurisdiction of Commission I.R.S. Employer
Incorporation or Organization File Number Identification No.
Address of Principal Executive Offices: 1401 N. Rice Avenue
Oxnard, CA 93030
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Registrant's Telephone Number, Including
Area Code: (805) 987-9000
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Former Name or Former Address,
if Changed Since Last Report: Not applicable
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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 425 under the Exchange Act
(17 CFR 240.14.a-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
Effective December 13, 2004, Tracy Trent resigned from his position as
President of CalAmp Corp.'s Solutions Division. Under the terms of a
Separation Agreement entered into by Mr. Trent and the Company in conjunction
with his resignation, Mr. Trent will be provided with the following severance
payments and other benefits:
* Severance in the aggregate amount of $255,000, payable over a twelve
month period in equal bi-weekly payments, less regular tax deductions
and withholdings.
* Twelve months of paid COBRA premiums.
* A laptop computer.
The Separation Agreement also provides that paragraphs 7 and 8 of the
Employment Agreement dated February 2, 2004 between Mr. Trent and the Company
will remain in full force and effect. Paragraph 7 deals with proprietary
information obligations and paragraph 8 deals with noninterference in the
Company's business affairs. The Employment Agreement was included as Exhibit
10.15 to the Registration Statement on Form S-4 (No. 333-112851) filed on
February 13, 2004.
Item 5.02 Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers
Effective December 13, 2004, Tracy Trent resigned as President of the
Company's Solutions Division. See Item 1.01 above regarding the description
of the material terms of his Separation Agreement.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be filed on its
behalf by the undersigned hereunto duly authorized.
CALAMP CORP.
December 17, 2004 By: /s/ Richard K. Vitelle
_________________ _________________________
Date Richard K. Vitelle,
Vice President-Finance
(Principal Financial Officer)