8-K

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

September 8, 2011

Date of Report (Date of Earliest Event Reported)

UNI-PIXEL, INC.

(Exact Name of Small Business Issuer as Specified in Its Charter)

DELAWARE	75-2926437
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)
8708 Technology Forest Place, Suite 100 The Woodlands, Texas 77381
(Address of Principal Executive Offices)
(281) 825-4500
(Issuer’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 the Exchange Act (17 CFR 240.13e-4(c))

ITEM 5.02.  DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

(c) The Company has entered into an offer letter (the “Offer Letter”) with Mr. Seong (Peter) Shin dated August 18, 2011 whereby Mr. Shin will become Chief Operating Officer of the Company effective September 8, 2011.  Pursuant to the Offer Letter, Mr. Shin’s salary will be $180,000 per year, which may be changed in the Company’s sole discretion based upon Mr. Shin’s or the Company’s performance.  In addition, Mr. Shin will be eligible to receive a discretionary cash bonus based on his performance and the Company’s performance.  As an “at-will” employee, Mr. Shin’s employment can be terminated by the Company or by him, at any time and for any reason.  The Company will reimburse Mr. Shin up to $30,000 for moving expenses.  On Mr. Shin’s start date of September 8, 2011, the Company will grant Mr. Shin 75,000 non-qualified stock options of the Company at the closing market price of September 8, 2011, but in no instance lower than $6.00 per share.  The stock options shall vest 33.33% on the one year anniversary of the date of grant, 33.33% on the two year anniversary of the date of grant, and 33.34% on the three year anniversary of the date of grant.  The term of the employment option will be 10 years from the date of grant.  Upon termination or resignation of Mr. Shin’s employment, Mr. Shin will have 24 months to exercise his vested but unexercised options.

A copy of the Offer Letter is filed herewith as Exhibit 10.1 and is incorporated herein by reference.  The foregoing description does not purport to be a complete and is qualified in its entirety by reference to the Offer Letter.

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS.

(d)      Exhibits

Exhibit Number	Description
10.1	Offer Letter, dated as of August 18, 2011, by and between the Company and Mr. Seong (Peter) Shin
99.1	Press Release dated September 8, 2011.

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.

Date: September 8, 2011	By:	/s/ Reed Killion
		Name:	Reed Killion
		Title:	Chief Executive Officer

EXHIBIT INDEX

Exhibit Number	Description
10.1	Offer Letter, dated as of August 18, 2011, by and between the Company and Mr. Seong (Peter) Shin
99.1	Press Release dated September 8, 2011.

EX-10.1

EXHIBIT 10.1

Mr. Peter Shin

c/o Uni-Pixel Displays, Inc.

8708 Technology Forest Pl., Ste 100

The Woodlands, TX 77381

On behalf of Uni-Pixel Displays, Inc. (the "Company") I am pleased to present you with this offer of employment.  Specifics of this offer are as follows:

Starting Position and Salary.  We invite you to join us as Chief Operating Officer reporting to Reed Killion, with a starting base salary of $180,000 per year.  You will be paid twice a month, less any withholdings and deductions required by federal, state or local law.  You will also be eligible for up to 50% bonus incentives as approved by senior management.

Benefits.  Within 30 days of your employment, you will be eligible to participate in the employee benefit plans currently and hereafter maintained by the Company of general applicability to other employees of the Company.  Currently, the Company pays 100% health, dental and vision coverage for the employee, employee’s spouse and dependents. You will also be eligible to enroll in other employee benefit plans, including Stock Option plans, as they become available.  You should note that the Company reserves the right to cancel or change the benefit plans and programs it offers to its employees at any time.  Your salary includes compensation for all holidays recognized by the Company and paid vacation time outlined in our Vacation Policy.

·   The Company will pay your moving costs up to $30,000 within a 12 month period.  This amount can be applied to your airline tickets, housing, and moving expenses.

·   On your start date, the Company will grant you 75,000 non-qualified stock options of Uni-Pixel, Inc. at the closing market price on your start date, but in no instance lower than $6.00 per share, which shall vest 33.33% on the one year anniversary of the date of grant, 33.33% on the two year anniversary of the date of grant, and 33.34% on the three year anniversary of the date of grant.  The term of the Employment Option will be 10 years from the date of grant. Upon termination or resignation of your employment, your will have 24 months to exercise your vested but unexercised options.

Required Documentation.  Our offer of employment to you and your acceptance of this offer is contingent upon the following:  (1) your representation and warranty that your employment by Uni-Pixel does not and will not breach any confidentiality or other agreement you may have with any prior employer or other third party; (2) your completion of the I-9 form which verifies that you are eligible to work in the United States; (3) your execution of a Payroll Deduction Authorization; and (4) your execution and acceptance of the terms of the Employee Confidentiality et al Agreement.

At-Will Employment. You further acknowledge that if you are employed by the Company, your employment will be at-will and may be terminated with or without cause at any time by me or by the Company.  This means that you have the right to resign at any time with or without cause, with or without notice.  Likewise the Company retains the right to terminate your employment at any time, for any reason, with or without cause, with or without notice.   This at-will status can only be changed in writing, signed by the President of the Company.

Start-Date. The anticipated start date would be on or about September 1, 2011.

Please call me if you have any questions about any aspect of this offer.  This is a very exciting time to be joining our organization and we look forward to the contributions that you will make to the success and growth of the Company.  We would like you to start your employment effective two weeks from the acceptance date of this letter.  Please sign and return this letter confirming your acceptance of this offer.

Kind Regards,

/s/ Reed Killion	/s/ Bernie Marren	/s/ Ross Young	/s/ Bruce Berkoff
Reed Killion	Bernie Marren	Ross Young	Bruce Berkoff
CEO	Chairman of the Board	Director	Director
Uni-Pixel, Inc.	Uni-Pixel, Inc.	Uni-Pixel, Inc.	Uni-Pixel, Inc.

Accepted:   /s/ Seong (Peter) Shin

Date:            August 20, 2011

EX-99.1

EXHIBIT 99.1

UniPixel Appoints Former Samsung Sr. VP, Seong Peter Shin, as Chief Operating Officer

THE WOODLANDS, Texas — September 8, 2011 — UniPixel, Inc. (NASDAQ: UNXL), a provider of UniPixel Performance Engineered Films to the touch screen, antenna, flexible printed circuit, lighting and display markets, has appointed former Samsung Electronics senior vice president, Seong Peter Shin, as its new chief operating officer.

Mr. Shin brings to UniPixel more than 30 years of experience in IP and business development, engineering and business management, global marketing and sales, and research and design. His background includes LCD panel technology and fabrication, process and architecture development, OEM/ODM product development for display and notebook systems, and major application device launches.

“UniPixel has established a tremendous foundation of advanced performance film technology with broad applications across a number of industries,” commented Mr. Shin. “In particular, UniPixel’s breakthrough UniBoss technology provides for a more transparent, sensitive, and power efficient touchscreen, thereby overcoming several major hurdles faced by today’s device makers. UniBoss’ design and proprietary manufacturing process can also dramatically lower material costs and production time, while generating higher yields. Its complex micro-structure capability, along with the recent breakthrough in double-sided production, opens the door to even greater market opportunities. I am excited and proud to join the UniPixel team at this pivotal point in the company’s development.”

Reed Killion, UniPixel’s president and CEO, commented: “We are very pleased to welcome Peter to our executive management team as our new COO. Peter’s extensive background and accomplishments in the technology sector include many industry firsts for electronic products, processes and components. His knowledge of display and photonics markets and the processes involved align perfectly with our Performance Engineered Films platform, production processes and products. Peter’s cross-disciplinary skill set also offers strong synergistic advantages to our executive management team, board of directors and employees. We have developed a culture of innovation here at UniPixel, and Peter not only complements this culture, but brings a very strong track record of execution and success.”

Mr. Shin had previously held numerous senior management positions at Samsung Electronics Co., lastly serving as a senior vice president of research and development, where he led breakthroughs in new display technology, nano imprinting technology, roll-to-roll process architecture, flexible display development with low temperature process, and low power consumption/high color gamut devices. He was responsible for developing Samsung’s next generation panel technology and LED backlight systems, and was noted for innovations such as reducing the number of panel production steps.

Earlier in his career at Samsung, he was vice president of strategic marketing and sales, where he led Samsung’s $3 billion NB LCD Panel business, selling to major customers like Dell, HP, IBM, Apple, Acer, Gateway, Toshiba, Sony, NEC, Fujitsu, and Siemens. He was responsible for introducing new products, and he maintained the highest profit in the history of Samsung’s LCD business among all product groups. He also previously served as the vice president of Samsung’s notebook LCD panel development team, where he optimized gate IC integration, color filter on array, for thin & light, high color gamut/high resolution, and low power consumption.

More recently, Mr. Shin helped guide Glonet Systems, a marketer and manufacturer of networking equipment, in the development of its new TCON IC technology, helping to create design flexibility and adoption of its high-speed interface application.

Before Samsung Electronics, Mr. Shin was founder, president and CEO of Photonage, a developer and manufacturer of a high speed, zero-EMI interface. Prior to Photonage, Mr. Shin served as vice president of the computer technology center at Samsung Information Systems America, where he was responsible for portable systems R&D, from concept to new technology, as well as related business development.

Mr. Shin also previously served as a director of engineering at Texas Instruments’ PPP division, as well as served in an executive capacity with a successful Silicon Valley startup and mobile system R&D center. Mr. Shin earned his Bachelor of Science in Electrical Engineering from Seoul National University, and his Master of Science in Electrical Engineering from San Jose State University.

About UniPixel, Inc.

Headquartered in The Woodlands, Texas, UniPixel delivers Performance Engineered Films to the Lighting & Display, and Flexible Electronics markets. UniPixel's high-volume roll-to-roll or continuous flow manufacturing process offers high-fidelity replication of advanced micro-optic structures and surface characteristics over large area, combined with a thin film conductive element. UniPixel’s newly developed UniBoss™ roll-to-roll or continuous flow printed electronics manufacturing process offers high fidelity replication of surface micro structures, advanced micro-optic structures, and conductive elements on thin film. UniPixel can provide these film-based solutions with high fidelity at a lower cost than traditional means available today. UniPixel’s strategy is to develop proprietary Performance Engineered Films for applications in large established markets that are susceptible to technology disruption and can potentially deliver UniPixel high profit growth. The company plans to sell its films for applications, such as, protective cover film, antennas, touch panel sensors, custom circuitry, etc. A key focus for UniPixel is developing electronic conductive films for use in electronic sensors for consumer and industrial applications. We are currently shipping protective cover films for personal devices. The company’s strategy is to sell its printed film-based products under the UniPixel label, private labels, and through Original Equipment Manufacturers (“OEM”) brands. UniPixel sells its films under the Clearly Superior™ or Diamond Guard™ brand, as well as private label and OEM. For further information, visit www.unipixel.com.

Forward-looking Statements

All statements in this news release that are not based on historical fact are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and the provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. While management has based any forward-looking statements contained herein on its current expectations, the information on which such expectations were based may change. These forward-looking statements rely on a number of assumptions concerning future events and are subject to a number of risks, uncertainties, and other factors, many of which are outside of our control, that could cause actual results to materially differ from such statements. Such risks, uncertainties, and other factors include, but are not necessarily limited to, those set forth under Item 1A "Risk Factors" in the Company's Annual Report on Form 10-K for the year ended December 31, 2010. We operate in a highly competitive and rapidly changing environment, thus new or unforeseen risks may arise. Accordingly, investors should not place any reliance on forward-looking statements as a prediction of actual results. We disclaim any intention to, and undertake no obligation to, update or revise any forward-looking statements. Readers are also urged to carefully review and consider the other various disclosures in the Company's Annual Report on Form 10-K for the year ended December 31, 2010, as well as other public filings with the SEC since such date.

Trademarks in this release are the property of their respective owners.

Company Contact:

Jeffrey Tomz, CFO

UniPixel, Inc.

Tel 281-825-4500

Investor Relations Contact:

Liolios Group

Scott Liolios or Ron Both

Tel 949-574-3860

info@liolios.com