8-K/A 1 v090818_8ka.htm Unassociated Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549
_________________
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
_________________
Date of Report (Date of earliest event reported):  October 4, 2007
KeyOn Communications Holdings, Inc.

(Exact Name of Registrant as Specified in Charter)
 
Delaware
  
333-136487
  
74-3130469
  
 
(State or other jurisdiction
of incorporation)
  
(Commission File Number)
  
(IRS Employer
Identification No.)
  
             
 
11742 Stonegate Circle
    
 
  
 
Omaha, Nebraska
    
68164
  
 
(Address of principal executive offices)
    
(Zip Code)
  
 
Registrant’s telephone number, including area code: (402) 998-4000
______________________________________________
(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:
 
[ ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 DFR 240.14a-12)
[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ]  Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4(c))
 

EXPLANATORY NOTE
 
This Amendment No. 1 on Form 8-K/A to the KeyOn Communications Holdings, Inc. Form 8-K originally filed with the Securities and Exchange Commission on October 10, 2007 (the “Form 8-K”) amends and restates the Form 8-K in its entirety to correct certain typographical errors, including, without limitation, correcting the “Date of Report” on the cover page to be October 4, 2007.
 
Section 5 – Corporate Governance and Management
 
Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of  Certain Officers; Compensatory Arrangements of Certain Officers.
 
On October 4, 2007, each of Barry Becker and Michael Saltman resigned from our board of directors, effective immediately. On October 4, 2007, our board of directors voted to appoint Jason K. Horowitz and Curtis W. Anderson to fill the vacancies created by the resignations of Messrs. Becker and Saltman. At the same time, our board of directors appointed Mr. Horowitz to serve as a member of both the compensation committee and the corporate governance and nominating committee and Mr. Anderson to serve as chairman of the audit committee. The biographies of Messrs. Horowitz and Anderson are provided below.
 
Jason K. Horowitz, 36, joined our board of directors on October 4, 2007. Since February 2005, Mr. Horowitz has served as senior vice president of business and legal affairs of CKY, Inc. (Nasdaq: CKXE), a diversified media company. From August 2000 to February 2005, Mr. Horowitz was the vice president of legal affairs of FXM, Inc., a private investment firm. From October 1999 to July 2000, Mr. Horowitz was associate counsel for SFX Entertainment, Inc., the world’s largest presenter and promoter of live entertainment. Mr. Horowitz received a B.A. from the University of Pennsylvania and a J.D. from Fordham University School of Law. Mr. Horowitz is a member of the advisory board of Steppingstone Day School, a not for profit school for handicapped babies and preschoolers.
 
Curtis W. Anderson, 58, joined our board of directors on October 4, 2007. Since 1988, Mr. Anderson has served as chief executive officer of Fair, Anderson, & Langerman, a certified public accounting and business advisory firm. In addition, Mr. Anderson is a founder and director or Service 1st Bank of Nevada and is an experienced real estate developer and business investor. Mr. Anderson is also active in numerous several civic associations and currently serves on the board of Opportunity Village, a not-for-profit that serves people with intellectual disabilities, and the Las Vegas Art Museum. Mr. Anderson is a licensed CPA and received a B.S. from the University of Notre Dame.
 
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.
 
     
 
KEYON COMMUNICATIONS HOLDINGS, INC.
 
 		  
 		  
 
Date: October 18, 2007 By:   /s/ Jonathan Snyder
 
Name: Jonathan Snyder
 
Title:   Chief Executive Officer