10-K/A 1 e19147_10ka.txt FORM 10-K/A U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-K/A [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2004 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from__________ to __________ COMMISSION FILE NUMBER 1-11568 DYNTEK, INC. (Exact Name of Registrant as Specified in its Charter) DELAWARE 95-4228470 (State or other jurisdiction of (I.R.S Employer incorporation or organization) Identification No.) 18881 Von Karman Ave., Suite 250 Irvine, CA 92612 (Address of principal executive offices) (Zip code) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (949) 955-0078 Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Common Stock, $.0001 par value (Title of Class) Series A Preferred Stock, $.0001 par value (Title of Class) Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filings requirements for the past 90 days. Yes X No __ Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. X Indicate by check mark whether the registrant is an accelerated filer (as defined in the Exchange Act Rule 12b-2). Yes __ No X The aggregate market value of the voting and non-voting common equity held by non-affiliates of the issuer as of September 27, 2004 was approximately $36,000,000. The number of shares outstanding of the issuer's Common Stock, $.0001 par value, as of September 27, 2004 was 58,430,597. Documents incorporated by reference: None This form 10-K/A is being filed as Amendment No. 1 to the Form 10-K of DynTek, Inc. filed with the Securities and Exchange Commission on September 28, 2004 for the purpose of adding the following item: (a) Exhibit 23.3 Consent of Grassi & Co., P.C. No other changes were made to DynTek's Form 10-K. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Exchange Act of 1934, the Registranth as duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. DATED: September 29, 2004 DYNTEK, INC. BY: /s/ Steven J. Ross ------------------------- Steven J. Ross, President Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated. SIGNATURES TITLE DATE /s/ Steven J. Ross President, Chief Executive September 29, 2004 ------------------ Officer and Chairman Steven J. Ross /s/ Robert I. Webber Chief Financial Officer, Chief September 29, 2004 ------------------ Accounting Officer, Executive Robert I. Webber Vice President, Director and Secretary /s/ Brian D. Bookmeier Director September 29, 2004 ------------------ Brian D. Bookmeier /s/ Michael Grieves Director September 29, 2004 ------------------ Michael Grieves /s/ Marshall Toplansky Director September 29, 2004 ------------------ Marshall Toplansky