Basin Water, Inc. - Current report filing (8-K)
September 18 2007 - 6:02AM
Edgar (US Regulatory)
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
September 17, 2007
Date of Report (Date of earliest event reported)
BASIN WATER, INC.
(Exact name of Registrant as specified in its charter)
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Delaware
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000-51991
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20-4736881
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification Number)
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8731 Prestige Court
Rancho Cucamonga, CA
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91730
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(Address of principal executive offices)
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(Zip Code)
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(909) 481-6800
Registrants telephone number, including area code
N/A
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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On September 17, 2007, each of the following
directors of Basin Water, Inc. (Basin Water) established a stock trading plan for the sale of shares of common stock of Basin Water in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended (the Exchange
Act): Victor J. Fryling, Director; and Keith R. Solar, Director.
This type of trading plan generally allows a corporate insider to gradually
diversify holdings of company stock while minimizing any market effects of such trades by spreading them out over an extended period of time and eliminating any market concern that such trades were made by a person while in possession of material
nonpublic information. Consistent with Rule 10b5-1, Basin Waters insider trading policy permits personnel to implement Rule 10b5-1 trading plans provided that, among other things, such personnel are not in possession of any material nonpublic
information at the time they adopt such plans.
Under these stock plans, the plans agent will undertake to sell specified numbers of shares if the
stock is trading above certain prearranged minimum prices. After implementation of the plans, the individual stockholders will have no control over the timing of any sales under the plans. Any sales under the plans will be publicly disclosed to the
extent required by Rule 16a-3 of the Exchange Act.
Pursuant to the stock trading plan adopted by Mr. Fryling, the sale of up to 20,000 shares of
Basin Water common stock currently beneficially owned by him may occur at a minimum price of $18.00 per share. The earliest any sale may occur under Mr. Frylings plan is two weeks after the effective date of the plan.
Mr. Frylings plan terminates upon the earlier of the sale of all shares or August 31, 2008.
Pursuant to the stock trading plan adopted by
Mr. Solar, the sale of up to 80,000 shares of Basin Water common stock currently beneficially owned by him may occur at minimum prices ranging from $13.00 to $20.00 per share. The earliest any sale may occur under Mr. Solars plan is
one month after the effective date of the plan. Mr. Solars plan terminates upon the earlier of the sale of all shares or May 15, 2008.
Basin Water does not undertake to report Rule 10b5-1 plans that may be adopted by any of its officers or directors in the future, or to report any modification, termination, transaction or other activity under any publicly announced plan,
except to the extent required by law.
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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.
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BASIN WATER, INC.
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(Registrant)
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Date: September 17, 2007
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By:
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/s/ Thomas C. Tekulve
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Thomas C. Tekulve
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Chief Financial Officer, Treasurer & Assistant Secretary
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