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
Date of Report: December 22, 2005
KRONOS ADVANCED TECHNOLOGIES, INC.
--------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
NEVADA 000-30191 87-0440410
--------------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
464 COMMON STREET, SUITE 301, BELMONT, MASSACHUSETTS 02478
--------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (617) 993-9965
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 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS
On December 20, 2005, Kronos held its annual stockholders meeting. The first and
only proposal at the meeting was to elect four directors, each until the next
annual meeting of the Company's Stockholders or until their successors are duly
elected and qualified. Based on a quorum present, the stockholders elected
Daniel R. Dwight, James P. McDermott, Milton J. Segal, and Richard F. Tusing, as
directors of Kronos: Mr. Dwight received 64,498,446 for and 3,979,055 withheld;
Mr. McDermott 64,926,376 for and 3,551,125 withheld; Mr. Segal 65,288,626 for
and 3,188,875 withheld; and Mr. Tusing received 64,928,576 for and 3,548,925
withheld.
ITEM 7.01 REGULATION FD DISCLOSURES
At the annual shareholders meeting, management of Kronos made a presentation to
its shareholders substantially in the form attached hereto as Exhibit 99.1.
These materials include forward-looking statements, including statements
regarding, among other things: (a) the growth strategies of Kronos; (b)
anticipated trends in Kronos' industry; (c) Kronos' future financing plans; and
(d) Kronos' ability to obtain financing and continue operations. In addition,
when used in this filing, the words "believes," "anticipates," "intends," "in
anticipation of," and similar words are intended to identify certain
forward-looking statements. These forward-looking statements are based largely
on Kronos' expectations and are subject to a number of risks and uncertainties,
many of which are beyond Kronos' control. Actual results could differ materially
from these forward-looking statements as a result of changes in trends in the
economy and Kronos' industry, reductions in the availability of financing and
other factors. In light of these risks and uncertainties, there can be no
assurance that the forward-looking statements contained in this filing will in
fact occur. Kronos does not undertake any obligation to publicly release the
results of any revision to these forward-looking statements that may be made to
reflect any future events or circumstances.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) EXHIBITS.
99.1 Business presentation to Stockholders of Kronos Advanced Technologies,
Inc., a Nevada corporation ("Kronos") at the annual stockholders meeting held on
December 20, 2005.
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.
KRONOS ADVANCED TECHNOLOGIES, INC.
Date: December 22, 2005 By: /s/ Daniel R. Dwight
------------------------------------------
Name: Daniel R. Dwight
Its: Chief Executive Officer and President