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CDII > SEC Filings for CDII > Form 8-K on 14-Jun-2013All Recent SEC Filings

Show all filings for CD INTERNATIONAL ENTERPRISES, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for CD INTERNATIONAL ENTERPRISES, INC.


14-Jun-2013

Other Events, Financial Statements and Exhibits


Item 8.01 Other Events.

On June 11, 2013, our board of directors authorized our 2013 Employee and Consultant Stock Incentive and Compensation Plan (the "2013 Plan") covering 5,000,000 shares of common stock. The 2013 Plan also contains an "evergreen formula" pursuant to which the number of shares of common stock available for issuance under the 2012 Plan will automatically increase on the first trading day of January each calendar year during the term of the 2013 Plan, beginning with fiscal year 2014, by an amount equal to 1.5% of the total number of shares of common stock outstanding on the last trading day in December of the immediately preceding calendar year, up to a maximum annual increase of 400,000 shares of common stock. The purpose of the 2013 Plan is to enable us to compensate and offer to our employees, officers, directors and consultants, whose past, present and/or potential contributions to our company have been, are or will be important to our success, an opportunity to acquire a proprietary interest in our company. Grants under the plan may either be:

stock options,

awards of our common stock, or

rights to make direct purchases of our common stock which may be subject to certain restrictions.

Any option granted under the 2013 Plan must provide for an exercise price of not less than 50% of the fair market value of the underlying shares on the date of grant. The term of each plan option and the manner in which it may be exercised is determined by the board of directors or the compensation committee. In the event of any stock split of our outstanding common stock, the board of directors in its discretion may elect to maintain the stated amount of shares reserved under the plan without giving effect to such stock split. Subject to the limitation on the aggregate number of shares issuable under the plan, there is no maximum or minimum number of shares as to which a stock grant or plan option may be granted to any person. A copy of the 2013 Plan is filed herewith as Exhibit 10.56 and incorporated herein by reference. The description of certain terms of the 2013 Plan set forth herein does not purport to be complete and is qualified in its entirety by reference to the 2013 Plan.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

10.56 2013 Employee and Consultant Stock Incentive and Compensation Plan

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