form8wachtlerseparation.htm

 
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): March 25, 2009
______________
 
 
iPass Inc.
(Exact name of Registrant as specified in its charter)
 
______________

 
 
Delaware
 
000-50327
 
93-1214598
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)
   
 
 3800 Bridge Parkway, Redwood Shores, California
  
 94065
 (Address of principal executive offices)
  
 (Zip Code)
     
 
 
 (650) 232-4100
  
 
(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 (see General Instruction A.2. below):
 
[ ] 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
On March 25, 2009, iPass Inc. and Joel Wachtler, iPass’ Vice President of Marketing and Strategy, entered into a separation agreement pursuant to which Mr. Wachtler will receive, subject to a general release of claims becoming effective, certain severance benefits, including (i) a cash severance payment equal to six months of his base salary, less required deductions and withholdings, (ii) a cash severance bonus amount equal to one quarter of his target bonus under iPass’ annual bonus plan, less required deductions and withholdings, and (iii) COBRA health insurance premiums for up to twelve months under the group health insurance policies.  Mr. Wachtler’s last date of employment with iPass will be on March 31, 2009.
 
The foregoing summary of the separation agreement is qualified in its entirety by the separation agreement itself, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits
 
Exhibit No.
  
Description
 
10.1
  
Joel Wachtler Separation Agreement
 
 
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.
 
 
iPass Inc.
     
 
By:
/s/ Frank Verdecanna
  
   
Name:
Frank Verdecanna
   
Title:
Vice President and Chief Financial Officer
(Principal Financial Officer) 
         
 
Dated:  March 31, 2009
 
 
 
EXHIBIT INDEX
 
Exhibit No.
  
Description
 
10.1
  
Joel Wachtler Separation Agreement