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): April 7,
2008
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Altair
Nanotechnologies Inc.
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(Exact Name of
Registrant as Specified in its
Charter)
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Canada
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1-12497
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33-1084375
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(State or other
jurisdiction of incorporation
or organization)
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(Commission File
Number)
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(IRS Employer
Identification No.)
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204 Edison
Way
Reno,
NV
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89502
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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:
(801)
858-3750
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N/A
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(Former name, former
address, and formal fiscal year, if changed since last
report)
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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 (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
1.01 Entry into a
Material Definitive Agreement.
Creation of New Board
Committee. On April 7, 2008, the Board of Directors of Altair
Nanotechnologies Inc. (the “Company”) formally created a new standing Strategy
Review Committee and appointed to the Committee Pierre Lortie (Chair), George
Hartman, Michel Bazinet and Robert van Schoonenberg. The purpose of the Strategy
Review Committee is to oversee and facilitate the periodic evaluation,
development, implementation of the strategic plan for the
Company. Directors serving on the Strategy Review Committee will be
paid an additional $1,500 per quarter for their service on the
committee.
The
information set forth in Item 5.02 is incorporated herein by
reference.
Item
5.02 Departure of
Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers
On April
7, 2008, expanded its board of directors to seven members and appointed Robert
G. van Schoonenberg as a director of the Company. Mr. van
Schoonenberg was also appointed to the Audit Committee as Chair, the
Compensation Nominating and Governance Committee and the newly formed Strategy
Review Committee.
Mr. van
Schoonenberg, age 61, is executive vice president, chief legal officer, and
secretary to the board of directors of Avery Dennison Corporation (AVY: NYSE), a
manufacturer of pressure-sensitive labeling materials, office products and
retail tag and branding systems with 2007 sales of $6.3 billion and more than
30,000 employees in over 60 countries. He joined Avery Dennison in 1981 as
vice president, general counsel, and secretary, and was promoted to senior vice
president in 1996 and executive vice president in 2000. Before joining Avery
Dennison, he was with Gulf Oil Corporation for seven years, where he was
regional attorney in Los Angeles (1974-79) and a key member of its corporate
general counsel’s staff in Pittsburgh (1979-81).
Mr. van
Schoonenberg is a director on the board of Guidance Software, Inc. (GUID:
NASDAQ) and is chair of its Nominating and Governance Committee and a member of
the Compensation Committee. He is chairman and chief executive
officer of BayPoint Capital Partners, LLC, a private equity/advisory firm
located in Newport Beach, California. He is also chairman of the board of
Premiere Entertainment, LLC, one of BayPoint Capital’s portfolio
companies.
Mr. van
Schoonenberg serves as chairman and director of most of Avery Dennison’s 200+
domestic and international subsidiary corporations. He is a director on
the western region advisory board of FM Global, a leading multinational mutual
property casualty company. He is a trustee of Southwestern University Law
School, a past director of the University of Wisconsin Graduate School of
Business Advisory Board and a trustee of the Avery Dennison Foundation. He
serves on the board of the Los Angeles Sports Council and the Los Angeles Music
Center Fraternity of Friends and has formerly served in a leadership role and on
the board of a number of other national and local civic, charitable, and
professional organizations.
Mr. van
Schoonenberg educational background includes a bachelor of arts (economics) from
Marquette University, a masters of business administration (finance) from the
University of Wisconsin, and a juris doctorate from the University of Michigan
Law School. He served in the United States Army, military intelligence, in
Munich, Germany (1969-71).
In
connection with his service, Mr. van Schoonenberg will be entitled to standard
board compensation of $6,250 per quarter, plus $3,000 per quarter for serving as
Chairman of the Audit Committee and $1,500 per quarter for each of the other
standing committees on which he serves. The Company also approved an
initial grant of 10,000 common shares to him under the Company’s stock incentive
plan, 5,000 of which are subject to no risk of forfeiture and 5,000 of which
will be forfeited if he does not serve as a director for at least one
year. Such grant will be effective April 15,
2008. As a director, he is eligible to receive future awards under
the Company’s stock incentive plan, and directors are generally granted an
incentive award valued at $55,000 on the date of each annual shareholders
meeting.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange 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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Altair
Nanotechnologies Inc. |
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Dated: April
11, 2008
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By:
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/s/ John
Fallini |
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John
Fallini |
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Chief
Financial Officer |
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