8-K 1 a54512_8kjuly28.txt JULY 28, 2005 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 Date of Report (Date of earliest event reported): July 26, 2005 Commission File number 000-30654 APROPOS TECHNOLOGY, INC. (Exact name of registrant as specified in its charter) ILLINOIS 36-3644751 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) ONE TOWER LANE, 28TH FLOOR OAKBROOK TERRACE, ILLINOIS 60181 (Address of principal executive offices, including zip code) (630) 472-9600 (Registrant's telephone number, including area code) -------------------------------------------------------------------------------- (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 (see General Instruction A.2. below): [ ] 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 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On July 26, 2005, Apropos Technology, Inc. (the "Registrant") issued a press release announcing its results for the second quarter ended June 30, 2005. In conjunction with that press release, the Registrant conducted a conference call on July 26, 2005 to discuss those results with investors and financial analysts. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference in its entirety. A copy of the transcript of the conference call is attached hereto as Exhibit 99.2 and is incorporated herein by reference in its entirety. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits Exhibit No. Description ----------- ----------- 99.1 Press Release dated July 26, 2005. 99.2 Conference Call Transcript. -2- 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, thereunto duly authorized, on July 28, 2005. Apropos Technology, Inc. By: /s/ Francis J. Leonard ------------------------------------------- Francis J. Leonard Chief Financial Officer and Vice President (Principal Financial Officer and Authorized Officer) -3-

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

Date of Report (Date of earliest event reported): June 28, 2005

Commission File number 000-30654

APROPOS TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

Illinois	36-3644751
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

One Tower Lane, 28th Floor

Oakbrook Terrace, Illinois 60181

(Address of principal executive offices, including zip code)

(630) 472-9600

(Registrant’s telephone number, including area code)

(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 (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01 Entry into a Material Definitive Agreement.

Effective June 28, 2005, Apropos Technology, Inc. entered into a Services Agreement with InfoMentis, Inc., pursuant to which InfoMentis will provide executive management consulting services, including providing Kenneth D. Barwick to serve as interim President and Chief Executive Officer of Apropos.

Kenneth D. Barwick is a director of Apropos and a principal of InfoMentis. Mr. Barwick has resigned as a member of the Compensation Committee of the Board of Directors of Apropos. A copy of the Services Agreement is attached as an Exhibit.

Item 9.01 Financial Statements and Exhibits.

(c)	Exhibits
		Exhibit No.	Description
		99	Services Agreement between Apropos Technology, Inc. and InfoMentis, Inc. dated June 28, 2005

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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, thereunto duly authorized, on June 28, 2005.

Apropos Technology, Inc. By: /s/ Francis J. Leonard Francis J. Leonard Chief Financial Officer and Vice President (Principal Financial Officer and Authorized Officer)

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