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):
November
1, 2007
HARRIS
& HARRIS GROUP, INC.
(Exact
name of registrant as specified in its charter)
New
York
|
0-11576
|
13-3119827
|
(State
or other jurisdiction
|
(Commission
File Number)
|
(I.R.S.
Employer Identification No.)
|
of
incorporation)
|
|
|
111
West 57th
Street
New
York, New York 10019
(Address
of principal executive offices and zip code)
Registrant's
telephone number, including area code: (212)
582-0900
Item
5.02. Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
Appointment
of Chief Financial Officer
On
November 1, 2007, the Company’s Board of Directors appointed Daniel B. Wolfe to
serve as Chief Financial Officer and as a Managing Director of Harris &
Harris Group, Inc. (the “Company”), effective January 1, 2008. As previously
disclosed, Mr. Jamison, our current Chief Financial Officer, will succeed
Charles E. Harris as Chairman and Chief Executive officer upon the retirement
of
Mr. Harris on December 31, 2008, pursuant to the Company's mandatory retirement
policy for senior executives.
Mr.
Wolfe, 30, has served as a Vice President since July 2004. Since January 2007,
he has served as Principal. From January 2006 to January 2007, he was a Senior
Associate, and from July 2004 to December 2005, he was an Associate. Prior
to
joining the Company, he served as a consultant to Nanosys, Inc. (from 2002
to
2004), CW Group (from 2001 to 2004) and Bioscale, Inc. (from January 2004 to
June 2004). From February 2000 to January 2002, he was the Co-founder and
President of Scientific Venture Assessments, Inc., a provider of scientific
analysis of prospective investments for venture capital placements and of
scientific expertise to high-technology companies. He was graduated from Rice
University (B.A., Chemistry), where his honors included the Zevi and Bertha
Salsburg Memorial Award in Chemistry and the Presidential Honor Roll, and from
Harvard University (A.M. and Ph.D., Chemistry), where he was an NSF Predoctoral
Fellow.
There
was
no prior arrangement or understanding between Mr. Wolfe and any other person
pursuant to which Mr. Wolfe would be selected as an officer of the Company.
Mr.
Wolfe does not have any direct or indirect material interest in any existing
or
proposed transaction to which the Company is or may become a party.
Compensation
Arrangements
On
November 1, 2007, the Compensation Committee of the Company increased the base
salary of Daniel B. Wolfe from $210,000 to $274,770, effective January 1, 2008,
based on his promotion to Managing Director and Chief Financial Officer.
Item
5.05. Amendments
to the Registrant’s Code of Ethics, or Waiver of a Provision of the Code of
Ethics.
On
November 1, 2007, the Board of Directors of the Company amended the Company’s
Code of Ethics Pursuant to Rule 17j-1 of the Investment Company Act of 1940
(the
“1940 Act”) as part of its annual review. The Code of Ethics was amended to
expand the types of securities that need pre-approval, to clarify when
Independent Directors are notified when securities are placed on the Company’s
restricted list and for other minor revisions. A copy of the amended Code of
Ethics is attached as Exhibit 14 to this Form 8-K.
Item
7.01. Regulation
FD Disclosure.
The
Company has made three new investments totaling $2,710,723 since the filing
of
its last Form 10-Q on August 9, 2007. On October 30, 2007, the Company received
proceeds of $123,000 from the sale of its interest in Alpha Simplex Group,
LLC.
Item
9.01.
Financial Statements and Exhibits.
Exhibit
No.
|
|
Description
|
|
|
|
14
|
|
Code
of Ethics Pursuant to Rule
17j-1
|
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.
Date:
November 2, 2007
|
HARRIS
& HARRIS GROUP, INC.
|
|
|
|
|
|
|
|
|
By:
|
/s/ Charles E. Harris
|
|
|
|
Charles
E. Harris
|
|
|
|
Chief
Executive Officer
|
EXHIBIT
INDEX
Exhibit
No.
|
|
Description
|
|
|
|
14
|
|
Code
of Ethics Pursuant to Rule
17j-1
|