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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (date of earliest event reported): September 7, 2006
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AWARE, INC.
(Exact name of registrant as specified in its charter)
Massachusetts 000-21129 04-2911026
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
40 Middlesex Turnpike, Bedford, MA, 01730
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(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (781) 276-4000
Not Applicable
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(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 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))
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ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS.
On September 7, 2006, upon the recommendation of Aware's Nominating and
Corporate Governance Committee, Aware's Board of Directors elected Mark G.
McGrath as a Class II Director and to serve as a member of the Board's
Compensation Committee. Mr. McGrath retired as a Director of McKinsey & Company,
a private management consulting firm, in December 2004, having served in that
firm for twenty-seven years. He led the firm's Americas' Consumer Goods Practice
from January 1998 until December 2003. Mr. McGrath has served as a senior
advisor with Gleacher Partners LLC, a firm providing strategic advisory services
to corporations, in a part time capacity since January 2005. Mr. McGrath
currently serves as a Director of GATX Corporation, as a Director of the Lincoln
Park Zoo, on the Advisory Council for the University of Chicago's Graduate
School of Business and on two Advisory Councils at the University of Notre Dame:
the Kroc Peace Institute and as chair of the Kellogg International Studies
Institute.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
No financial statements or exhibits are required to be filed as part of this
Report.
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SIGNATURE
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.
AWARE, INC.
Dated: September 11, 2006 By: /s/ Michael A. Tzannes
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Michael A. Tzannes
Chief Executive Officer
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