UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-KSB/A-2
(Mark One)
[ X ] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 For the fiscal year ended September 30, 1997
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 For the transition period from_________________to_______________.
Commission file number 1-14072
PEN INTERCONNECT, INC.
(Exact name of small business issuer as specified in its charter)
UTAH 87-0430260
(State or other jurisdiction of (I.R.S. Employer Identification No)
incorporation or organization
2351 South 2300 West, Salt Lake City, UT 84119
(Address of Principal Executive Offices) (Zip Code)
(801) 973-6090
(Issuer's telephone number)
Securities registered under Section 12(b) of the Exchange Act:
Common Stock, par value $0.01 per share
Common Stock Warrants
Check whether the issuer (1) filed all reports required to be filed
by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for
such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days.
Yes X No__
Check if there is no disclosure of delinquent filers in response to
Item 405 of Regulation S-B contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. X check
State issuer's revenues for its most recent fiscal year. $18,238,460
As of January 8, 1998, there were 4,147,863 shares of the Issuer's
common stock, par value $0.01, issued and outstanding. The aggregate market
value of the Issuer's voting stock held by non-affiliated of the Issuer was
approximately $8,868,000 computed at the closing quotation for the Issuer's
common stock of $2.91 as of January 8, 1998.
1
<PAGE>
<TABLE>
<CAPTION>
This amendment on the Form 10-KSB/A-2 to the Company's annual report for the
fiscal year ended September 30, 1997 is being filed to amend certain sections of
Part III, Item 10 as set forth below.
PART III
ITEM 10. EXECUTIVE COMPENSATION
OPTION GRANTS IN FISCAL YEAR 1997
Number of Securities Percent of Total Options
Underlying Options Granted to Employees in Exercise
Granted Fiscal Year 1997 Price per Expiration Date
Name Share
---- ----------------- ---------------------- --------- ----------------
<S> <C> <C> <C> <C>
James S. Pendleton 140,000 17.0% $1.70 2007
52,000 6.3% $2.125 2006
8,000 1.0% $1.38 2007
Stephen J. Fryer 50,000 6.0% $1.70 2007
12,500 1.5% $1.38 2007
60,000 7.2% $2.125 2001
Robert DeForest 25,000 3.0% $1.38 2007
56,000 6.7% $2.125 2006
Alan Weaver 25,000 3.0% $2.33 2002
</TABLE>
<PAGE>
SIGNATURES
In accordance with Section 13 or 15(d) the Registrant has duly caused this
report to be signed on its behalf by the undersigned thereunto duly authorized.
PEN INTERCONNECT, INC.
Date: July 28, 1998 By: /s/ James S. Pendleton
-----------------------
James S. Pendleton,
CEO and Director
In accordance with the Exchange Act, this report has been signed below by
the following persons on behalf of the registrant and in the capacities and on
the dates indicated.
Date: July 28, 1998 By: /s/ James S. Pendleton
-----------------------
James S. Pendleton,
CEO and Director
Date: July 28, 1998 By: /s/ Wayne R. Wright
--------------------
Wayne R. Wright,
CFO, Principal Accounting
Officer and Director
Date: July 28, 1998 By: /s/ James E. Harward
---------------------
James E. Harward
Director
Date: July 28, 1998 By: /s/ Stephen Fryer
------------------
Stephen Fryer,
Vice President, Director
Date: July 28, 1998 By: /s/ C. Reed Brown
------------------
C. Reed Brown
Director