UNITED
STATES
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) February 20,
2009
ACORN
ENERGY, INC.
(Exact
name of Registrant as Specified in its Charter)
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Delaware
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0-19771
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22-2786081
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(State
or Other Jurisdiction
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(Commission
file Number)
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(IRS
Employer
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of
Incorporation)
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Identification
No.)
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4 West Rockland Road, Montchanin,
Delaware
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19710
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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 (302)
656-1707
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 14a-2 under the Exchange Act (17 CFR
240.14a-2)
¨ 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))
Section
5 - Corporate Governance and Management
Item
5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On
February 20, 2009, the registrant, Acorn Energy, Inc., granted stock options
under the registrant’s Amended and Restated 2006 Stock Incentive Plan to John
Moore, President and Chief Executive Officer of the registrant, and Michael
Barth, Chief Financial Officer of the registrant, in lieu of bonuses for
2008.
Mr. Moore
was granted incentive stock options exercisable for 37,500 shares of the
registrant’s common stock and non-qualified stock options exercisable for 37,500
shares of the registrant’s common stock, all at an exercise price per share of
$2.51. One-fourth of Mr. Moore’s options were immediately vested,
with the remainder to vest ratably on June 30, September 30 and December 31,
2009. Mr. Moore’s options will expire on February 20,
2014. Any unvested options would immediately vest upon a change of
control (as defined in Mr. Moore’s employment agreement with the registrant) or
upon an involuntary termination of his employment without cause or a termination
of his employment by Mr. Moore with Good Reason (as defined in Mr. Moore’s
employment agreement with the registrant). Following termination of
Mr. Moore’s employment, vested options would remain exercisable (i) until their
original expiration date if terminated by the registrant without cause or
terminated by Mr. Moore with Good Reason following a change of control, (ii) for
90 days following a termination by the registrant for cause, (iii) for 12 months
following a voluntary termination by Mr. Moore, or (iv) for 12 months following
death or disability.
Mr. Barth
was granted non-qualified stock options exercisable for 35,000 shares of the
registrant’s common stock at an exercise price per share of
$2.51. One-fourth of Mr. Barth’s options were immediately vested,
with the remainder to vest ratably on June 30, September 30 and December 31,
2009. Mr. Barth’s options will expire on February 20,
2014. Any unvested options would immediately vest upon an involuntary
termination of Mr. Barth’s employment without cause. Following
termination of Mr. Barth’s employment, vested options would remain exercisable
(i) for 12 months following an involuntary termination without cause or a
voluntary termination by Mr. Barth, (ii) for 90 days following a termination by
the registrant for cause, or (iii) for 12 months following death or
disability.
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 on this 25th day of February, 2009.
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ACORN
ENERGY, INC.
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By:
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/s/ Joe B. Cogdell, Jr.
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Name:
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Joe
B. Cogdell, Jr.
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Title:
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Vice
President, Secretary and General
Counsel
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