UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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 28, 2005
PAR TECHNOLOGY CORPORATION
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(Exact Name of Registrant as Specified in Charter)
Delaware 1-09720 16-1434688
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
PAR Technology Park, 8383 Seneca Turnpike, New Hartford, NY 13413-4991
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (315) 738-0600
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Not applicable
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(Former Name or Former Address, if Changed Since Last Report)
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-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.
On December 28, 2005, the Board of Directors ("the Board") of PAR
Technology Corporation (the "Company") approved and adopted an amendment to the
1995 PAR Technology Corporation Stock Option Plan ( the "1995 Plan") effective
immediately. The amendment of the 1995 Plan clarified the rights of holders of
stock options granted under the 1995 Plan in the event of a change of control.
On December 28, 2005, the Board also approved and adopted the PAR
Technology Corporation 2005 Equity Incentive Plan (the "2005 Equity Incentive
Plan"). The 2005 Equity Incentive Plan, made effective subject to shareholder
approval, is a ten year program to provide stock options, stock issuances and
other equity interests in the Company to key employees, officers, directors,
consultants and advisors of the Company and its subsidiaries, and other persons
determined by the Board to have made or are expected to make contributions to
the Company. The Board authorized up to 200,000 post split shares for grants
under the 2005 Equity Incentive Plan.
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.
PAR TECHNOLOGY CORPORATION
Date: December 28, 2005 By: /s/ Ronald J. Casciano
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Ronald J. Casciano
Vice President, Chief Financial
Officer and Treasurer