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~~Report (Date of earliest event reported): ~~February~~April 225, 2010 (March 31, 2010)

INNOVATIVE CARD TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

Delaware	000-51260	90-0249676
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)
	633 West Fifth Avenue, Suite 2600 Los Angeles, California, 90071
	(Address of principal executive offices, Zip Code)

633 West Fifth Avenue, Suite 2600

Los Angeles, California, 90071

(Address of principal executive offices, Zip Code)

(213) 223-2142

(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:

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))

~~CURRENT~~Item ~~REPORT~~2.02. Results of ONOperations ~~FORM~~and ~~8-K~~Financial Condition.

~~INNOVATIVE~~On March ~~CARD~~31, ~~TECHNOLOGIES~~2010, ~~INC~~Innovative Card Technologies, Inc. issued a press release announcing its financial results for the year ended December 31, 2009. A copy of the press release is furnished as Exhibit 99.1 and is incorporated herein by reference.

Item 57.~~02.~~01 ~~Departure~~Regulation ~~of Director or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~FD Disclosure.

~~On February 22, 2010, the Board of Directors (“Board”) and~~The ~~Compensation~~information ~~Committee~~set offorth ~~Innovative~~above ~~Card~~in ~~Technologies,~~Item ~~Inc~~2.02 ~~(“Company”) approved the 2010 Equity Compensation Plan (“Plan”). The Plan permits the granting~~ of upthis tocurrent ~~6,000,000~~report ~~shares~~on ofForm ~~the~~8-K ~~Company’s common stock (“Common~~is ~~Stock”)~~incorporated ~~through~~herein the issuance of Incentive Stock Options, Nonstatutory Stock Options, Restricted Stock, Stock Appreciation Rights, Restricted Stock Units, Performance Units, Performance Shares and Other Stock Based Awards to our employees, directors and consultants. The Company anticipates submitting the plan for shareholder approval during the following 12 months (“Approval Period”). In the event the Plan is not approved by ~~the Company’s~~reference ~~shareholders~~in ~~during~~its ~~the Approval Period, the Plan will be considered a non-qualified plan~~entirety.

The ~~foregoing~~information ~~summary~~contained in this Current Report on Form 8-K and the exhibits attached hereto shall not be deemed to be “filed” for purposes of Section 18 of the ~~Plan~~Securities isExchange ~~qualified~~Act inof ~~its~~1934, ~~entirety~~as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information or such exhibits be deemed incorporated by reference toin any filing under the ~~full~~Securities ~~text~~Act of ~~the~~1933, ~~Plan~~as ~~which~~amended, isor ~~attached~~the ~~hereto~~Exchange Act, except as ~~Exhibit~~shall 4be expressly set forth by specific reference in such a filing.01 ~~and~~The ~~which~~information isset ~~incorporated~~forth ~~herein,~~in or exhibits to this Form 8-K shall not be deemed an admission as to the materiality of any information in ~~its~~this ~~entirety,~~report byon ~~reference~~Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.

Item 9.01 Financial Statement and Exhibits.

Exhibit Number		Description
4.01		2010 Equity Compensation Plan
99.1		Press Release Dated March 31, 2010

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.

	INNOVATIVE CARD TECHNOLOGIES, INC.
Date: February 22, 2010	By:	/s/ Richard Nathan
Date: April 5, 2010	By:	/s/ Richard Nathan
		Richard Nathan
		Chief Executive Officer

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