8-K: Current report filing
Published on November 15, 2006
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: November 14, 2006
____________________
VISUALANT,
INCORPORATED
(formerly
Starberrys Corporation)
(Exact
name of Registrant as specified in its charter)
|
Nevada
|
0-25541
|
91-1948357
|
||
|
(State
or jurisdiction of
incorporation)
|
(Commission
File No.)
|
(IRS
Employer
Identification
No.)
|
500
Union Street, Suite 406
Seattle,
Washington 98101
(206)
903-1351
(Address
of Registrant’s principal executive office
and
telephone number)
___________________________________________
Section
5 - Corporate Governance and Management
Item
5.02 Departure
of Directors or Principal Officers; Election of Directors; Appointment of
Principal Officers.
Effective
November 10, 2006, Ralph Brier resigned as Chief Executive Officer, President,
and a Director of the Company. Mr. Brier’s resignation is not related to
any disagreement with the Company or with the Company’s operations, policies or
practices.
The
Board
of Directors has appointed Mr. Bradley Sparks to fill the offices of Chief
Executive Officer and President of the Company. Mr. Sparks also has been
appointed as a member of the Board of Directors, effective November 10,
2006.
From
April 2005 until October 2006, Mr. Sparks was the Chief Financial Officer for
WatchGuard Technologies, Inc., an internet security company that was recently
acquired by a private equity group. Prior to that position, he was the managing
director of Sunburst Growth Ventures, LLC, an investment company. From July
2002
to February 2004, Mr. Sparks was Chairman, Chief Executive Officer and the
founder of Pointer Communications, Inc., a company that was formed to deploy
a
terrestrial-based asset location system in the United States and Canada. From
April 2000 to March 2002, he was Executive Vice President and Chief Financial
Officer of e.Spire Communications, Inc., a telecommunications company that
filed
a voluntary petition for relief under Chapter 11 of the Bankruptcy Code. Mr.
Sparks joined that company as part of a turnaround team to help the company
work
through the bankruptcy proceedings. Mr. Sparks is a director on the boards
of two private companies, and currently serves on the NASDAQ Listing
Qualifications Review Panel. He is a past chairman of the NASDAQ Issuers Affairs
Committee. Mr. Sparks holds a B.S. from the U.S. Military Academy at West
Point and an M.S. in management from the Alfred P. Sloan School of Management
at
the Massachusetts Institute of Technology. He also is a certified public
accountant registered in Florida. Mr. Sparks and Visualant Chairman Ron Erickson
are cousins.
As
CEO
and President of the Company, Mr. Sparks will be entitled to compensation in
the
amount of $20,000 per month, plus he will be granted options to purchase up
to
1,000,000 shares of common stock of the Company. The options will have a term
of
five years, an exercise price of $0.75 per share, and will vest over a period
of
42 months with 25% of the shares covered by the options vesting on the 6-month
anniversary of the option grant date, and an additional 25% vesting on each
of
the three successive 12-month periods following the 6-month anniversary date
in
accordance with the Company’s stock option plan.
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.
|
Registrant:
|
Visualant,
Incorporated
|
|
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By:
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___________________________________________
Jerry
D. Goldberg
Title:
Chief Financial Officer and
Secretary
|
|
Dated:
November 14, 2006