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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
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FORM 8-K
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Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: October 28, 1997
(Date of earliest event reported): October 2, 1997
INFORMATION MANAGEMENT RESOURCES, INC.
(Exact name of Company specified in its charter)
Florida 0-28840 59-2911475
(State or other jurisdiction of (Commission File (IRS Employer
incorporation or organization) Number) Identification No.)
26750 U.S. Highway 19 North, Suite 500
Clearwater, Florida 34621
(Address of principal executive offices) (Zip Code)
(813) 797-7080
(Company's telephone number, including area code)
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ITEM 5. OTHER EVENTS
Effective October 2, 1997, the Board of Directors of Information
Management Resources, Inc. (the "Company") adopted, subject to approval by the
shareholders of the Company, the First Amendment to the Information Management
Resources, Inc. Stock Incentive Plan (the "Plan") increasing the total number of
shares of the Company's Common Stock reserved for issuance under the Plan from
8,168,970 shares (the "Reserve") to 10,668,970 shares. All stock incentives
granted under the Plan which cause the total grants under the Plan to exceed the
Reserve shall be subject to approval of the amendment by the Company's
Shareholders.
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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.
INFORMATION MANAGEMENT RESOURCES, INC.
/s/ Dilip Patel
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DILIP PATEL
Secretary
Date: October 28, 1997
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EXHIBIT INDEX
Exhibit Page No.
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99 First Amendment to
Information Management Resources, Inc.
Stock Incentive Plan 5
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Exhibit 99
FIRST AMENDMENT TO
INFORMATION MANAGEMENT RESOURCES, INC.
STOCK INCENTIVE PLAN
WHEREAS, the Information Management Resources, Inc. Stock Incentive Plan (the
"Plan") which became effective on July 15, 1996 originally provided pursuant to
Section 3, a reserve of Five Hundred Forty Four Thousand Five Hundred Ninety
Eight (544,598) shares (the "Original Reserve") for issuance under the Plan and
this number was automatically adjusted to Eight Million One Hundred Sixty Eight
Thousand Nine Hundred Seventy (8,168,970) shares pursuant to Section 11 to
reflect first a 10 for 1 reclassification in September 1996, and second to
reflect a 3 for 2 stock split in the form of a dividend payable on July 10,
1997;
AND WHEREAS, it is desired to increase the reserve by an additional Two Million
Five Hundred Thousand shares;
NOW THEREFORE, The Information Management Resources, Inc. Stock Incentive Plan
(the "Plan") is amended, effective as of October 2, 1997, upon the approval of
the Company's shareholders, by deleting in its entirety Section 3 of the Plan
and substituting therefor the following new Section 3:
Section 3.
SHARES SUBJECT TO STOCK INCENTIVES
The total number of Shares that may be issued pursuant
to Stock Incentives under this Plan shall not exceed Ten
Million Six Hundred Sixty Eight Thousand Nine Hundred Seventy
(10,668,970) as adjusted pursuant to Section 11. Such Shares
shall be reserved, to the extent that the Company deems
appropriate, from authorized but unissued Shares, and from
Shares which have been reacquired by the Company. Furthermore,
any Shares subject to a Stock Incentive which remain after the
cancellation, expiration or exchange of such Stock Incentive
thereafter shall again become available for use under this
Plan, but any Surrendered Shares which remain after the
surrender of an ISO or a Non-ISO under Section 8 shall not
again become available for use under this Plan.
FURTHER, any Stock Incentives granted under the Plan which exceed the Original
Reserve prior to shareholder approval of this First Amendment shall be
automatically granted subject to such approval.
Adopted by the Board of Directors of the Company effective October 2,
1997 subject to approval by the Company's shareholders.
/s/ Dilip Patel
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Corporate Secretary
