=====================================================================
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 31, 2007
----------------------
RESEARCH FRONTIERS INCORPORATED
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 1-9399 11-2103466
(STATE OR OTHER JURISDICTION (COMMISSION FILE NUMBER) (IRS EMPLOYER
OF INCORPORATION) IDENTIFICATION NO.)
240 CROSSWAYS PARK DRIVE
WOODBURY, NEW YORK 11797-2033
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES AND ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (516) 364-1902
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 Retirement of Albert P. Malvino from Board of Directors
On December 31, 2007 Research Frontiers Inc. (Nasdaq: REFR),
the developer and licensor of SPD-Smart light-control technology,
announced that Albert P. Malvino is resigning from its Board of
Directors as of today but will remain on its Advisory Board.
Albert Malvino noted that "It has been a privilege to be part of
Research Frontiers' development. I have served on the Research
Frontiers Board of Directors for over five years. During that
time, I have seen first generation SPD film technology replaced
by improved next-generation SPD light-control film with greater
range and clarity. One major company, Hitachi Chemical, is
now in production of this next-generation SPD film, and a
second film manufacturer is expected to be on line with its own
production shortly. Key licensees of our company have active
businesses relating to Research Frontiers' SPD light-control
technology, and are devoting substantial resources to developing
those businesses. I have great confidence in our current
management team, and now that two new highly-qualified
individuals with strong business backgrounds relevant to our
business have joined our Board of Directors, I can relax, attend
to some health issues, and in a more limited supporting role,
enjoy the benefits that I expect are in store for our shareholders
and licensees over the next phase of Research Frontiers'growth."
Robert L. Saxe, Chairman of Research Frontiers' Board of
Directors and founder of the company, noted some of Al
Malvino's many achievements: "Al is a problem solver and
creative thinker who has been an important contributor to our
success in reaching this point of development in the Company's
history. In addition to his publications in the field of electronics
and other works, Al Malvino is the lead inventor on 71 patents
and patent applications held by Research Frontiers worldwide
on methods and devices for controlling SPD-Smart windows
and other products. It has been a great pleasure working with Al,
and I am especially pleased that he will continue to make his
expertise available to Research Frontiers and our licensees and
will remain active on our Advisory Board. He is not leaving the
Research Frontiers family as much as he is changing his role
within the family."
Albert P. Malvino, Ph.D., age 76, had been a Director of the
Research Frontiers since August 2002, served as Chairman of
the Company's Nominating Committee, and has also been a
member of the Company's Advisory Board since June 2002. Dr.
Malvino trained at the Naval Electronics Technician School and
graduated from the University of Santa Clara Summa Cum
Laude in 1959 with a B.S. degree in Electrical Engineering. For
the next five years, he worked as an electronics engineer at
Microwave Laboratories and at Hewlett-Packard while earning
his MSEE from San Jose State University in 1964. He then
taught at Foothill College for the next four years, wrote five
textbooks, and was awarded a National Science Foundation
Fellowship in 1968. After receiving a Ph.D. in Electrical
Engineering from Stanford University in 1970, Dr. Malvino
embarked on a full-time writing career, creating and revising
electronics-technology textbooks now used throughout the
world. In 1984, he founded Malvino Inc. to publish animated
textbooks and other educational software for electronics. He has
written 10 textbooks that are used at universities, technical
institutes and corporations worldwide and which have been
translated into 20 foreign languages with over 108 editions, and
which have sold over 2 million copies.
Research Frontiers' press release (which is included herewith
as an exhibit), is available on various web sites including
Research Frontiers' website at http://www.SmartGlass.com.
The press release may include statements that may constitute
"forward-looking" statements as referenced in the Private
Securities Litigation Reform Act of 1995. Those statements usually
contain words such as "believe", "estimate", "project", "intend",
"expect", or similar expressions. Any forward-looking statements are
made by the Company in good faith, pursuant to the safe-harbor
provisions of the Act. These forward-looking statements reflect
management's current views and projections regarding economic
conditions, industry environments and Company performance. Factors,
which could significantly change results, include but are not
limited to: sales performance, expense levels, competitive activity,
interest rates, changes in the Company's financial condition and
several business factors. Additional information regarding these
and other factors may be included in the Company's quarterly 10-Q
and 10K filings and other public documents, copies of which are
available from the Company on request. By making these
forward-looking statements, the Company undertakes no obligation
to update these statements for revisions or changes after the
date of the press release.
The information in this Form 8-K shall not be deemed "filed" for
purposes of Section 18 of the Securities Exchange Act of 1934,
nor shall they be deemed incorporated by reference in any filing
under the Securities Act of 1933, except as shall be expressly
set forth by specific reference in such filing.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
99.1 Research Frontiers Press Release dated December 31, 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.
RESEARCH FRONTIERS INCORPORATED
Dated: December 31, 2007
/s/ Joseph M. Harary
---------------------------
By: Joseph M. Harary
Title: President