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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-KSB/A
(Amendment No. 1)
(X) ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1999
Commission file number 1-13810
SOCKET COMMUNICATIONS, INC.
(Name of small business issuer in its charter)
Delaware 94-3155066
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
37400 Central Court, Newark, CA 94560
(Address of principal executive offices including zip code)
(510) 744-2700
(Registrant's telephone number, including area code)
Securities registered under Section 12(b) of the Exchange Act:
Name of each exchange on which
Title of each class registered
---------------------- -------------------------------
Common stock Pacific Exchange
($0.001 par value)
Securities registered under Section 12(g) of the Exchange Act: none
Check whether the issuer (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Exchange Act during
the preceding 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 herein, 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. ___
Revenue for the fiscal year ended December 31, 1999: $6,876,108
Aggregate market value of Common stock ($0.001 par value) held
by non-affiliates on March 9, 2000 based on the closing price on
such date: $640,000,000. For purposes of this disclosure, shares
of Common stock held by persons who hold more than 5% of the
outstanding shares of Common stock and shares held by officers and
directors of the registrant have been excluded because such persons
may be deemed to be affiliates. This determination of affiliate
status is not necessarily conclusive for other purposes.
Number of shares of Common stock ($0.001 par value) outstanding
as of March 9, 2000 is 18,869,261 shares.
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<PAGE>
DOCUMENTS INCORPORATED BY REFERENCE
None.
EXPLANATORY NOTE
This Annual Report on Form 10-KSB/A ("Form 10-KSB/A") is being
filed as Amendment No. 1 to the Registrant's Annual Report on Form
10-KSB for the fiscal year ended December 31, 1999. This Form 10-
KSB is filed with the Securities and Exchange Commission (the
"Commission") solely for the purpose of revising and restating the
following items in their entirety.
PART III
ITEM 9. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The names of the directors of the Company and all persons
nominated to become such and certain information about them as of
April 24, 2000 are set forth below:
Director
Name of Nominee Age Position with the Company Since
- ------------------------ --- ------------------------------------- --------
Charlie Bass............ 58 Chairman of the Board 1992
Kevin Mills............. 39 President, Chief Executive Officer 2000
and Director
Micheal L. Gifford...... 42 Executive Vice President and Director 1992
Jack C. Carsten......... 58 Director 1993
Gianluca Rattazzi...... 46 Director 1998
Leon Malmed............. 62 None --
Enzo Torresi............ 55 None --
There are no family relationships among any of the directors or
executive officers of the Company.
Charlie Bass co-founded Socket Communications in March 1992,
and has been the Chairman of the Board of Directors from such time
to the present. Dr. Bass also served as our interim Chief
Executive Officer during January and February 1996 and from April
1997 until February 1998, at which time Mr. Bass assumed the
position of Chief Executive Officer, a position he relinquished on
March 22, 2000. Dr. Bass has been the General Partner of Bass
Associates, a venture capital firm, since September 1989. Dr. Bass
currently serves as a director of Digital Island, Inc. and several
private companies. Dr. Bass holds a Ph.D. in electrical engineering
from the University of Hawaii.
Kevin J. Mills was appointed our President and Chief Executive
Officer and a director of the Company on March 22, 2000. He has
served as our Chief Operating Officer since September 1998. Mr.
Mills joined Socket Communications in September 1993 as Vice
President of Operations, and has also served as our Vice President
of Engineering. Prior to joining Socket Communications, Mr. Mills
worked from September 1987 to August 1993 at Logitech, Inc., a
computer peripherals company, serving most recently as its Director
of Operations. He received a B.E. in Electronic Engineering from
the University of Limerick, Ireland.
Micheal L. Gifford has been a director of Socket
Communications since its inception in March 1992 and has served as
our Executive Vice President since October 1994. Mr. Gifford
served as our President from our inception in March 1992 to
September 1994, and as our Chief Executive Officer from March 1992
to June 1994. From December 1986 to December 1991, Mr. Gifford
served as a director and as Director of Sales and Marketing for
Tidewater Associates, a computer consulting and computer product
development company. Prior to working for Tidewater Associates,
Mr. Gifford co-founded and was President of Gifford Computer
Systems, a computer network integration company. Mr. Gifford
received a B.S. in Mechanical Engineering from the University of
California at Berkeley.
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<PAGE>
Jack C. Carsten has been a director of Socket Communications
since May 1993. He also served us in a consulting capacity as an
interim Chief Executive Officer of the Company from July 1994 to
September 1994. Mr. Carsten owns and operates Technology
Investments, a venture capital firm and is managing director of
Horizon Ventures, a venture capital fund since 1999. Prior to
founding Technology Investments, Mr. Carsten was a general partner
of U.S. Venture Partners, a venture capital firm. Prior to U.S.
Venture Partners, he held senior management positions at Intel
Corporation, most recently serving as Senior Vice President and
General Manager of the Component Group, Microcomputer Group and
ASIC Components Group. He received an A.B. in Physics from Duke
University.
Gianluca Rattazzi has been a director of Socket Communications
since June 1998. Dr. Rattazzi co-founded Meridian Data, Inc., a
provider of CD ROM networking software and systems, in July 1988. He
has served as President and a director of Meridian Data since
inception and was appointed Chief Executive Officer of Meridian Data
serving from October 1992 until its recent sale to Quantum
Corporation. From 1985 to 1988, Dr. Rattazzi held various executive
level positions at Virtual Microsystems, Inc., a computer peripheral
networking company, most recently as President. Dr. Rattazzi holds
an M.S. degree in Electrical Engineering and Computer Science from
the University of California, Berkeley, and a Ph.D. in Physics from
the University of Rome, Italy.
Leon Malmed has served as Senior Vice President of Worldwide
Marketing and Sales of SanDisk Corporation, a manufacturer of flash
memory products, from 1992 to his retirement in March 2000. Prior
to his tenure with SanDisk Corporation, Mr. Malmed was Executive
Vice President of Worldwide Marketing and Sales for Syquest
Corporation, a disk storage manufacturer, from 1991 to 1992, Senior
Vice President of Worldwide Marketing and Sales for Prairietech
Corporation, a disk drive company, from 1990 to 1991, and Senior
Vice President of Worldwide Sales, Marketing and Programs for
Maxtor Corporation, a disk drive company, from 1984 to 1990.
Mr. Malmed serves as a director of several corporations including
Valdor Corporation (fiber optics connectivity), Omnivision
Technologies, Inc. (image sensors semiconductors), Artisan
Components, Inc. (licenser of building blocks for complex I.C.
designs), and Adtron Corporation (storage systems). Mr. Malmed
holds a B.S. degree in Mechanical Engineering from the University
of Paris, and also has completed the AEA/UCLA Senior Executive
Program at the University of California at Los Angeles, and the
AEA/Stanford Executive Institute Program for Management of High
Technology Companies at Stanford Business School.
Enzo Torresi founded and manages EuroFund Partners, a venture
capital fund, since 1999. In 1997 and 1998, he was Chairman and CEO
of ICAST Corporation, a software company specializing in
broadcasting solutions for the Internet. During 1995 and 1996 he
was Entrepreneur-In-Residence at Accel Partners, a venture capital
fund. From November 1993 to 1994, he was Vice-Chairman of Power
Computing Corporation, a PC manufacturer he cofounded. From 1989
to October 1994, Dr. Torresi was President and Chief Executive
Officer of NetFRAME Systems, Inc., a computer manufacturer that is
now part of Micron Electronics, Inc. Dr. Toressi serves on the
boards of various private and public companies including
PictureTel, Optibase Ltd. And Network Associates. Dr. Torresi
holds a Doctorate in Electronics Engineering from the Polytechnic
Institute in Turin, Italy.
-2-
<PAGE>
OFFICERS
The current names, ages and office of all of the executive
officers of the Company are as follows:
Name of Officer Age Position with the Company
- ------------------------ --- ---------------------------------------------
Charlie Bass........... 58 Chairman of the Board of Directors and
Chief Executive Officer through March 22,2000
Kevin Mills............ 39 President, Chief Executive Officer since
March 22, 2000, previously Chief Operating
Officer
Micheal L. Gifford..... 42 Executive Vice President and Director
David W. Dunlap........ 57 Vice President of Finance and Administration,
Chief Financial Officer and Secretary
Leonard L. Ott......... 41 Vice President of Engineering
John R. Adams, Jr. .... 46 Vice President of Worldwide Sales
There are no family relationships among any of the directors
or executive officers of the Company.
Charlie Bass co-founded Socket Communications in March 1992,
and has been the Chairman of the Board of Directors from such time
to the present. Dr. Bass also served as our interim Chief
Executive Officer during January and February 1996 and from April
1997 until February 1998, at which time Mr. Bass assumed the
position of Chief Executive Officer, a position he relinquished on
March 22, 2000. Dr. Bass has been the General Partner of Bass
Associates, a venture capital firm, since September 1989. Dr. Bass
currently serves as a director of Digital Island, Inc. and several
private companies. Dr. Bass holds a Ph.D. in electrical engineering
from the University of Hawaii.
Kevin J. Mills was appointed our President and Chief Executive
Officer and a director of the Company on March 22, 2000. He has
served as our Chief Operating Officer since September 1998. Mr.
Mills joined Socket Communications in September 1993 as Vice
President of Operations, and has also served as our Vice President
of Engineering. Prior to joining Socket Communications, Mr. Mills
worked from September 1987 to August 1993 at Logitech, Inc., a
computer peripherals company, serving most recently as its Director
of Operations. He received a B.E. in Electronic Engineering from
the University of Limerick, Ireland.
Micheal L. Gifford has been a director of Socket
Communications since its inception in March 1992 and has served as
our Executive Vice President since October 1994. Mr. Gifford
served as our President from our inception in March 1992 to
September 1994, and as our Chief Executive Officer from March 1992
to June 1994. From December 1986 to December 1991, Mr. Gifford
served as a director and as Director of Sales and Marketing for
Tidewater Associates, a computer consulting and computer product
development company. Prior to working for Tidewater Associates,
Mr. Gifford co-founded and was President of Gifford Computer
Systems, a computer network integration company. Mr. Gifford
received a B.S. in Mechanical Engineering from the University of
California at Berkeley.
David W. Dunlap has served as the Company's Vice President of
Finance and Administration, Secretary and Chief Financial Officer
since February 1995. Mr. Dunlap previously served as Vice
President of Finance and Administration and Chief Financial Officer
at several public and private companies including Appian Technology
Inc., a semiconductor company from September 1993 to February 1995,
and Mountain Network Solutions, Inc., a computer peripherals
manufacturing company, from March 1992 to September 1993. He is a
certified public accountant, and received an M.B.A. and a B.A. in
Business Administration from the University of California at
Berkeley.
-3-
<PAGE>
Leonard L. Ott was appointed Vice President of Engineering in
December 1998. Mr. Ott joined the Company in March 1994, serving
in increasingly responsible engineering positions including
Director of Software Development and Director of Engineering. Mr.
Ott also worked as an engineering consultant with the Company from
November 1993 to March 1994. Prior to joining the Company, Mr. Ott
served from March 1988 to November 1993 with Vision Network
Systems, a networking systems company, serving most recently as its
Vice President Research and Development. He received a B.S. in
Computer Science from the University of California at Berkeley.
John R. Adams, Jr. joined the Company as Vice President of
Worldwide Sales in February 2000. Mr. Adams previously held
various increasingly responsible sales and general management
positions with Network Equipment Technologies, a network systems
company, from 1986 to 1999, the last four years as a business unit
Vice President and General Manager. He received a B.S. in Business
Administration from the College of Notre Dame.
SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE
Section 16(a) of the Exchange Act ("Section 16(a)") requires
the Company's executive officers and directors, and persons who own
more than ten percent of a registered class of the Company's equity
securities to file reports of ownership and changes in ownership
with the Securities and Exchange Commission ("SEC") and the
National Association of Securities Dealers, Inc. Executive
officers, directors and greater than ten percent stockholders are
required by SEC regulation to furnish the Company with copies of
all Section 16(a) forms they file. Based solely on its review of
the copies of such forms received by it, or written representations
from certain reporting persons, the Company believes that, during
fiscal 1999, all filing requirements applicable to its executive
officers and directors were complied with.
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<PAGE>
ITEM 10. EXECUTIVE COMPENSATION
SUMMARY COMPENSATION
SUMMARY COMPENSATION TABLE
The following table sets forth the compensation paid by the
Company during the fiscal years ended December 31, 1999, 1998 and
1997 to the Company's Chief Executive Officers, and the four other
most highly compensated executive officers whose total 1999 salary
and bonus exceeded $100,000 (collectively, the "Named Executive
Officers"):
<TABLE>
<CAPTION>
Long-term
Compensation
Awards
Annual Compensation Securities Other All
----------------------- Underlying Annual Other
Name and Principal Position Year Salary ($) Bonus ($)(1) Options(#) Compensation($) Compensation($)
- ------------------------------------ ---- ---------- ----------- ------------ --------------- --------------
<S> <C> <C> <C> <C> <C> <C>
Charlie Bass (2)................... 1999 -- -- 10,000 6,000(2) --
Chief Executive Officer through 1998 -- -- 530,767 7,500(2) --
March 22, 2000 and Director 1997 -- -- 30,000 -- --
Kevin J. Mills..................... 1999 131,250 33,268 150,000 -- --
Chief Operating Officer 1998 125,000 17,239 152,580 -- --
1997 115,000 20,930 32,500 -- --
Micheal L. Gifford................. 1999 131,250 32,444 150,000 -- --
Executive Vice President 1998 125,000 17,536 172,411 -- --
and Director 1997 120,000 21,829 32,500 -- --
David W. Dunlap.................... 1999 131,250 33,209 150,000 -- --
Vice President of Finance and 1998 125,000 17,114 152,580 -- --
Administration, Chief Financial 1997 120,000 20,696 32,500 -- --
Officer and Secretary
Leonard L. Ott..................... 1999 110,000 20,819 50,000 -- --
Vice President of Engineering 1998 101,250 7,133 60,703 -- --
</TABLE>
- --------------------
(1) Represents cash bonuses earned for work performed during
fiscal 1999. Bonuses earned during the first three fiscal
quarters of fiscal 1999 were paid in fiscal 1999 whereas bonuses
earned during the fourth fiscal quarter of 1999 were paid in the
first quarter of fiscal 2000.
(2) Dr. Bass served as Acting Chief Executive Officer from April
24, 1997 through January 1998, at which time Dr. Bass assumed
the role of Chief Executive Officer. In consideration for such
services, the Company granted Dr. Bass an option in 1998 to
purchase 500,000 shares of Common Stock at an exercise price of
$0.6875 and vesting over a four-year period commencing April 24,
1997. Dr. Bass serves without cash compensation. Other annual
compensation consists of fees for attendance at board meetings
at a rate of $1,500 per meeting attended during 1998 and 1999.
-5-
<PAGE>
STOCK OPTION GRANTS AND EXERCISES
OPTION GRANTS IN FISCAL 1999
The following table sets forth certain information for the
fiscal year ended December 31, 1999 with respect to each grant of
stock options to the Named Executive Officers. No stock
appreciation rights were granted during such year.
Individual Grants (3)
----------------------------------------------------
Number of % of Total
Securities Options Exercise
Underlying Granted to Price Per
Options Employees in Share Expiration
Name Granted Fiscal 1999(1) ($)(2) Date
- ----------------------- ----------- -------------- ----------- ----------
Charlie Bass.......... 10,000 1.3 0.5625 06/16/09
Kevin J. Mills........ 150,000 19.4 0.5625 06/16/09
Micheal L. Gifford.... 150,000 19.4 0.5625 06/16/09
David W. Dunlap....... 150,000 19.4 0.5625 06/16/09
Leonard L. Ott........ 50,000 6.5 0.5625 06/16/09
- --------------------
(1) Based on options granted to employees, consultants and
directors during fiscal 1999 to purchase 775,000 shares of
Common Stock.
(2) All options were granted at an exercise price equal to the fair
market value of the Company's Common Stock, as determined by the
Board of Directors on the date of grant.
AGGREGATED OPTION EXERCISES IN FISCAL 1999
AND FISCAL YEAR-END OPTION VALUES
The following table provides information on aggregate option
exercises during the year ended December 31, 1999 and on the value
of such officers' unexercised options at December 31, 1999.
<TABLE>
<CAPTION>
Number of Securities
Shares Underlying Unexercised Value of Unexercised
Acquired Value Options At In-the-Money Options at
on Value December 31, 1999 (#) December 31, 1999 ($)(1)
Exercise Received -------------------------- --------------------------
Name (#) ($)(1) Exercisable Unexercisable Exercisable Unexercisable
- --------------------- ------------------------------ ------------- ----------- -------------
<S> <C> <C> <C> <C> <C> <C>
Charlie Bass......... -- -- 399,110 176,146 3,256,738 1,437,351
Kevin J. Mills....... 12,417 101,323 126,531 212,499 1,032,493 1,733,992
Micheal L. Gifford... -- -- 142,412 212,499 1,162,082 1,733,992
David W. Dunlap...... -- -- 136,908 212,499 1,117,169 1,733,992
Leonard L. Ott....... -- -- 44,272 82,292 361,260 671,503
</TABLE>
- ---------------------------
(1) Based upon a final bid price, as of December 31, 1999, of
$8.16 per share.
-6-
<PAGE>
DIRECTOR COMPENSATION
Outside directors (excluding Mr. Gifford and Mr. Mills)
receive $1,500 per regular Board meeting attended. The Company's
Outside Directors are also entitled to participate in the Company's
1995 and 1999 Stock Option Plans, and during fiscal 1999 Messrs.
Bass, Carsten, Esber, Lindgren and Rattazzi were each granted
options to purchase 10,000 shares, respectively, of the Company's
Common Stock, each at an option exercise price of $0.5625 per
share, the fair market value of the Company's Common Stock on the
date of grant.
COMPENSATION COMMITTEE INTERLOCKS
None of the members of the Compensation Committee of the Board
was at any time during fiscal 1999 an officer or employee of the
Company. No executive officer of the Company serves as a member of
the Board of Directors or Compensation Committee of any entity that
has one or more executive officers serving on the Board or the
Compensation Committee of the Board.
EMPLOYMENT CONTRACTS AND TERMINATION OF EMPLOYMENT AND CHANGE-IN
CONTROL ARRANGEMENTS
In February, 1998, the Company initiated a bonus plan pursuant
to which the Company will create a bonus pool in the amount of 10%
of any consideration payable by a buyer in a change of control
transaction to be allocated to the executive officers and such
other employees the Board of Directors determine in its discretion
to include in such bonuses.
In October 1997, the Company entered into separate employment
agreements with Micheal Gifford, Kevin Mills and David Dunlap (each
an "Executive" and collectively the "Executives"). Pursuant to
these agreements, which expire on December 31, 2000 and are each
terminable at will by each party, respectively, the Company is
obligated to pay the Executive's current base salary of $150,000.
If the Company terminates the Executive's employment without cause,
the Company shall pay the Executive (i) six months' base salary
regardless of whether he secures other employment during those six
months, (ii) health insurance until the earlier of the date of the
Executive's eligibility for the health insurance benefits provided
by another employer or the expiration of six months, (iii) the full
bonus amount to which he would have been entitled for the first
quarter following termination and one-half of such bonus amount for
the second quarter following termination, and (iv) certain other
benefits including the ability to purchase at book value certain
items of Company property purchased by the Company for the
Executive's use, which may include a personal computer, a cellular
phone, and other similar items.
Additionally, under the 1995 Plan, all optionees' rights to
purchase stock shall, upon a change of control of the Company, be
immediately vested and be fully exercisable under certain
circumstances.
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<PAGE>
ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
The following table sets forth as of April 24, 2000, certain
information with respect to the beneficial ownership of the Common
Stock of the Company, on an as-converted basis for the Series C and
D Preferred Stock of the Company, and on an as-exercised basis for
options and warrants exercisable within 60 days of April 24, 2000,
as to (i) each person known by the Company to own beneficially more
than 5% of the outstanding shares of Common Stock, (ii) each
director of the Company, (iii) each Named Executive Officer, and
(iv) all directors and officers of the Company as a group. Except
as otherwise noted, the named beneficial owner has sole voting and
investment power with respect to the shares shown.
Number of Percentage
Shares of Shares
Beneficially Beneficially
Name and Address of Beneficial Owner Owned (1) Owned (%)(2)
- --------------------------------------- ------------- ------------
Explorer Funds......................... 1,185,595(3) 5.8%
J.P. Wood.............................. 1,021,030(4) 5.0%
Charlie Bass........................... 1,445,449(5) 6.9%
Micheal L. Gifford..................... 290,208(6) 1.4%
David W. Dunlap........................ 195,928(7) 1.0%
Kevin J. Mills......................... 144,728(8) *
Leonard L. Ott......................... 57,518(9) *
Edward M. Esber, Jr. .................. 14,583(10) *
Lars Lindgren.......................... 14,583(11) *
Gianluca Rattazzi..................... 14,583(12) *
Jack C. Carsten........................ 2,917(13) *
All Directors and Officers
as a group (9 persons)............... 2,180,551(14) 10.2%
- --------------------
*Less than 1%
(1) To the Company's knowledge, the persons named in the table
have sole voting and investment power with respect to all shares
of Common Stock shown as beneficially owned by them, subject to
community property laws where applicable and the information
contained in the footnotes to this table.
(2) Percentage ownership is based on 20,069,192 shares of Common
Stock outstanding on April 24, 2000 and any shares issuable
pursuant to securities convertible into or exercisable for
shares of Common Stock by the person or group in question on
April 24, 2000 or within 60 days thereafter.
(3) Consists of 657,120 shares of common stock plus 528,475 shares
of Common Stock issuable upon the exercise of warrants.
Explorer Partners II holds 653,620 common shares. Explorer Fund
Management, as investment advisor to Explorer Partners II, has
shared voting and investment power of the shares directly owned
by Explorer Partners II with Tom Papoutsis, the Managing
Director of Explorer Partners II. Robert Holz, as Managing
Director of Explorer Fund Management, exercises voting and
investment control with respect to the shares held by Explorer
Fund Management. Messrs. Papoutsis and Holz disclaim beneficial
ownership of the shares held by the Explorer Funds except to the
extent of their respective pecuniary interests therein. The
address of Explorer Funds is 444 North Michigan Avenue, Suite
2190, Chicago, IL 606ll.
(4) Represents 785,408 shares of common stock plus 235,622 shares
of common stock issuable upon exercise of a warrant. The address
of J.P. Wood is Bird House, Lyford Cay, Nassau, Bahamas N7776.
-8-
<PAGE>
(5) Consists of 367,268 shares owned by Bass Associates (including
65,256 shares of common stock subject to options exercisable
within 60 days of April 24, 2000) and 1,078,181 shares owned by
Bass Trust (including 113,287 shares of common stock, 365,764
shares of common stock issuable upon conversion of Series C
convertible preferred stock within 60 days of April 24, 2000,
400,416 shares of common stock subject to options exercisable
within 60 days of April 24, 2000, 174,290 shares of common stock
issuable upon conversion of Series D convertible preferred stock
within 60 days of April 24, 2000, and 24,424 shares of common
stock subject to warrants exercisable within 60 days of April
24, 2000). Dr. Bass is the General Partner of Bass Associates
and may be deemed to share voting and investment power with
respect to these shares. However, Dr. Bass disclaims beneficial
ownership of shares owned by Bass Associates except to the
extent of his pecuniary interest therein.
(6) Includes 147,708 shares of common stock and 142,500 shares of
common stock subject to options exercisable within 60 days of
April 24, 2000.
(7) Includes 163,844 shares of common stock and 32,084 shares of
common stock subject to options exercisable within 60 days of
April 24, 2000.
(8) Includes 100,199 shares of common stock and 44,583 shares of
common stock subject to options exercisable within 60 days of
April 24, 2000.
(9) Includes 29,560 shares of common stock and 27,958 shares of
common stock subject to options exercisable within 60 days of
April 24, 2000.
(10) Represents 14,583 shares of common stock subject to options
exercisable within 60 days of April 24, 2000.
(11) Represents 14,583 shares of common stock subject to options
exercisable within 60 days of April 24, 2000.
(12) Represents 14,583 shares of common stock subject to options
exercisable within 60 days of April 24, 2000.
(13) Represents 2,917 shares of common stock subject to options
exercisable within 60 days of April 24, 2000.
(14) See notes (5) through (13) above.
ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
On October 12, 1999, the Company sold 10,138 shares of its
Common Stock at a price per share of $1.08, for an aggregate
purchase price of $10,949, to the Bass Trust in a private placement
offering pursuant to preemptive participation rights to participate
in the Company's common stock financing completed in September
1999. Charlie Bass, Chief Executive Officer and Chairman of the
Board of the Company, is the trustee of the Bass Trust. The
Company also issued to the Bass Trust three-year warrants to
acquire 1,521 shares of Common Stock at $1.08 per share.
-9-
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this Amendment No. 1
to Form 10-KSB/A to be signed on its behalf by the undersigned, hereunto
duly authorized.
SOCKET COMMUNICATIONS, INC.
REGISTRANT
Date: April 27, 2000 By: /s/ CHARLIE BASS
-----------------------------------------
Charlie Bass
CHAIRMAN OF THE BOARD
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.
Signature Title Date
- ---------------------------- -------------------------------- ---------------
By /s/ Charlie Bass Chairman of the Board April 27, 2000
- ----------------------------
Charlie Bass
By /s/ Kevin Mills President and Chief Executive April 27, 2000
- ---------------------------- Officer
Kevin Mills
By /s/ David W. Dunlap Vice President of Finance April 27, 2000
- ---------------------------- and Administration and
David W. Dunlap Chief Financial Officer
By /s/ Micheal L. Gifford Executive Vice President April 27, 2000
- ---------------------------- and Director
Micheal L. Gifford
By /s/ Jack C. Carsten Director April 27, 2000
- ----------------------------
Jack C. Carsten
By /s/ Edward M. Esber, Jr. Director April 27, 2000
- ----------------------------
Edward M. Esber, Jr.
By /s/ Gianluca Rattazzi Director April 27, 2000
- ----------------------------
Gianluca Rattazzi
By /s/ Lars Lindgren Director April 27, 2000
- ----------------------------
Lars Lindgren
-10-
<PAGE>
