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): December 28, 2005

 

BIO-key International, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-13463

 

41-1741861

(State or other jurisdiction of
incorporation)

 

(Commission File Number)

 

(I.R.S. Employer Identification No.)

 

 

 

 

 

3349 Highway 138, Building D, Suite B

Wall, NJ 07719

(Address of principal executive offices)

 

 

 

 

 

(732) 359-1100

(Registrant’s telephone number, including area code)

 

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 Exchange Act (17 CFR 240.13e-4(c))

 

 



 

Item 5.02.              Departures of Directors or Principal Executive Officers; Election of Directors; Appointment of Principal Officers.

 

(b)           On December 28, 2005, Richard E. Gaddy informed BIO-key International, Inc. (the “Company”) that he has resigned, effective as of such date, from his position as a member of the Company’s Board of Directors due to medical reasons.

 

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 hereunto duly authorized.

 

 

BIO-KEY INTERNATIONAL, INC.

Date: December 29, 2005

 

 

By:

/s/ Thomas J. Colatosti

 

 

 

Thomas J. Colatosti

 

 

Chairman and Co-Chief Executive
Officer