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): ~~April~~June 813, 2016

SPIRE CORPORATION

(Exact Name of Registrant as Specified in Charter)

Massachusetts		0-12742		04-2457335
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

25 Linnell Circle, Billerica, Massachusetts		01821-~~3928~~3298
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (978) 584-3958

~~One~~Not ~~Patriots~~Applicable ~~Park, Bedford, Massachusetts~~ (Former name or 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 (see General Instruction A.2. below):

☐ 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))

Item 81.01 ~~Other~~ ~~Events~~Entry into a Material Definitive Agreement.

As previously disclosed, in ~~March~~April 2016, Spire Corporation (the “Company”), asbegan pursuing a ~~result~~pro ofrata ~~the~~settlement ~~continued~~arrangement ~~deterioration~~with of the Company’s ~~business~~unsecured ~~and~~creditors ~~financial~~in ~~condition~~order ~~and~~to ~~lack~~attempt ~~of sufficient liquidity, determined~~ to ~~cease~~settle ~~operations and has since moved out of~~ its ~~manufacturing~~debts ~~facility.~~and ~~The~~avoid ~~Company~~a ~~continues to gauge~~ potential ~~business,~~bankruptcy ~~sale~~filing. orIn ~~licensing~~furtherance ~~opportunities, but currently believes the prospects and timing~~ of ~~these~~those ~~opportunities to be highly uncertain and/or unreliable. As such~~discussions, ~~in consultation with its financial advisor,~~ the Company isentered ~~pursuing~~into a ~~pro~~contingent ~~rata~~agreement ~~settlement arrangement~~ with ~~the Company’s unsecured creditors in order to attempt to settle~~ its ~~debts~~former CEO and ~~avoid~~Chairman, aRoger ~~potential~~G. ~~bankruptcy filing~~Little.

~~The~~On ~~Company’s~~June ~~unsecured~~13, ~~creditors~~2016, ~~hold~~the ~~approximately~~Company ~~$2.24~~entered ~~million~~into in(i) ~~unsecured~~an ~~claims~~Agreement ~~(the~~to ~~“Unsecured~~Repay ~~Claims~~Deferred ~~Pool”)~~Compensation Payments with Mr. ~~Under~~Little, ~~the~~David ~~terms~~R. ofBlouin ~~the~~and ~~proposed~~Blouin ~~settlement~~& ~~arrangement~~Company, Inc. (the ~~Company~~“Repayment ~~will~~Agreement”) ~~offer~~and to(ii) ~~pay~~a ~~unsecured~~Mutual ~~creditors~~General ~~approximately~~Releases ~~23.5%~~Agreement ofwith ~~their~~Mr. ~~claims~~Little, ~~against~~SPI-Trust, ~~the~~Mr. ~~Company~~Blouin inand ~~exchange~~Blouin ~~for~~& ~~settlement~~Company, ofInc. ~~any~~(the ~~and~~“Release ~~all~~Agreement”). ~~claims~~Pursuant ~~against~~to the ~~Company~~Repayment Agreement, ~~subject~~Mr. toLittle ~~the~~agreed ~~condition~~to ~~that~~repay ~~creditors~~$820,171 ~~holding~~(the ~~80%~~“Repayment ofAmount”) to the ~~Unsecured~~Company’s ~~Claims~~Non-Qualified ~~Pool~~Deferred ~~accept~~Compensation ~~the~~Plan ~~settlement arrangement~~ (the “~~Threshold~~Plan”), orwhich ~~consent~~represents to$2,164,534 anof ~~alternative~~compensation ~~treatment~~previously ofpaid ~~equitable~~out ~~value~~to Mr. ~~The~~Little ~~exact~~from ~~amount~~the toPlan beoffset ~~received~~ by an$1,334,363 ~~unsecured~~owed ~~creditor~~to ~~will~~Mr. ~~not~~Little ~~decrease,~~by ~~assuming~~ the ~~Threshold~~Company. isUnder ~~met~~the Repayment Agreement, ~~but~~Mr. ~~may~~Little ~~increase~~also ~~depending~~agreed onreturn to the ~~actual~~Company ~~percentage~~845,241 shares of ~~unsecured~~the ~~creditors~~Company’s ~~who~~common ~~accept~~stock ~~the~~previously ~~offer~~issued ~~and~~under the ~~final~~Plan ~~determination~~to ofMr. ~~claims~~Little. ~~that~~The ~~are~~Repayment ~~not~~Amount ~~yet~~will ~~finalized~~be ~~but~~used ~~fully~~to ~~reserved~~pay ~~for,~~the ~~such~~Company’s asunsecured ~~partially~~creditors ~~secured~~for outstanding claims ~~whereby~~and ~~the~~for ~~collateral~~reasonable isexpenses ~~being~~related ~~sold~~to orthe ~~valued.~~administration ~~Funds~~of in the ~~amount~~creditor ofdistributions. ~~$529,000~~As ~~are~~of ~~expected~~June to16, be2016, ~~available~~approximately ~~for~~80% ~~payment~~of tothe Company’s unsecured creditors, had agreed to the ~~source~~terms of ~~which~~the isCompany’s ~~described~~proposed ~~below~~settlement offer. NoAssuming ~~distributions~~the ~~from~~Repayment Amount is received, the ~~funds~~Company ~~available~~estimates an aggregate of $427,000 will be ~~disbursed~~distributed to ~~insiders~~those orunsecured ~~related~~creditors ~~parties~~that accepted the Company’s settlement offer as of June 16, 2016.

~~The~~Pursuant to the Release Agreement, the Company ~~currently~~and ~~possesses~~Mr. ~~only~~Little agreed to a ~~small~~mutual ~~amount~~release of ~~unencumbered~~any ~~assets,~~ and ~~has~~all anclaims ~~unrestricted~~or ~~cash~~causes ~~balance~~ of ~~less~~actions ~~than~~which ~~$105~~they have or might have had,~~000,~~ ~~all~~now existing or arising after the date of ~~which~~the Release Agreement. If the Repayment Amount is ~~reserved~~not ~~for~~received ~~employee~~by ~~wage~~the ~~obligations~~Plan, ~~insurance~~the Company’s release of claims against Mr. Little will be deemed null and ~~rent~~void. The ~~net~~releases ~~proceeds~~do ~~the~~not ~~Company~~act ~~received~~to ~~from~~release ~~the~~any ~~January~~rights ~~2016~~and ~~sale~~interests held by Mr. Little solely in his capacity as a shareholder of ~~its~~the ~~simulator~~Company. ~~business~~The ~~were~~releases ~~allocated~~do ~~toward~~not ~~outstanding~~act ~~employee~~to ~~wage~~release any and ~~health~~all ~~insurance~~rights and claims, ~~other~~Mr. ~~insurance~~Little ~~payments,~~has ~~moving~~if it is ultimately determined that he is entitled to a distribution under the Plan. If a bankruptcy case or insolvency proceeding is brought by or against the Company, ~~downsizing~~the release of Mr. Little’s claims against the Company will be deemed null and ~~selling~~void. ~~costs,~~The Release Agreement contains customary confidentiality and ~~creditor~~non-disparagement ~~settlement~~obligations ~~efforts.~~on each of the parties thereto.

~~The~~This ~~funds~~summary todescription ~~pay unsecured creditors under the settlement arrangement will be provided pursuant to the terms~~ of ~~a contingent agreement between~~ the ~~Company~~Repayment ~~and~~Agreement ~~its former CEO~~ and ~~Chairman,~~the ~~Roger~~Release G.Agreement ~~Little.~~is ~~The~~qualified ~~Company has a cause of action against Mr. Little for an approximate $2.8 million deferred compensation payment made~~ in ~~May~~its ~~2014,~~entirety ~~during~~by areference ~~time the Company believes it may have been insolvent. The payment was made without notice~~ to ~~and authorization from~~ the ~~Company’s~~full ~~Board~~text of ~~Directors. In December 2015, when faced with severe cash constraints,~~ the ~~Company~~Repayment ~~made~~Agreement ~~a demand to Mr. Little related to this cause of action. After negotiation but without litigation, the Company~~ and ~~Mr.~~Release ~~Little reached a contingent agreement as follows: (1) Mr. Little will make payments to the Company consisting of (i) a $125~~Agreement,~~000~~ ~~advance,~~ which ~~was~~are ~~funded~~filed onas ~~December~~Exhibits ~~21, 2015 and (ii) $650,000 for the sole purpose of paying creditors, funded if/when the Threshold is met or exceeded; (2) Mr~~10.1 ~~Little released liens on certain Company assets in connection with the Company’s sale of its simulator business;~~ and ~~(3) the Company and Mr~~10. ~~Little will grant mutual releases. Of the $650~~2,~~000~~ ~~to be provided by Mr. Little~~respectively, ~~$121,000 will be allocated~~ to ~~legal~~this ~~and~~Current ~~contract~~Report ~~completion~~on ~~claims,~~Form ~~and~~8-K ~~the remainder will be available for the pro rata settlement arrangement with unsecured creditors as described above. The payment of $650,000~~ and ~~the mutual releases under the contingent agreement with Mr. Little~~ are ~~conditioned~~incorporated ~~upon~~herein ~~creditors~~by ~~holding 80% of the Unsecured Claims Pool agreeing to the settlement offer as described above~~reference.

IfItem ~~the~~9.01 ~~Company~~Financial isStatements ~~not successful in reaching settlement with its creditors through the settlement offer,~~ and ~~cannot obtain other financing, the Company may be required to file for bankruptcy~~Exhibits.

(d) Exhibits.

Exhibit No.		Exhibit Description
10.1		Agreement to Repay Deferred Compensation Payments, between and among Roger G. Little, David R. Blouin, Blouin & Company, Inc. and Spire Corporation, dated June 13, 2016
10.2		Mutual General Releases, between and among Roger Little, SPI-Trust, David R. Blouin, Blouin & Company, Inc. and Spire Corporation, dated June 13, 2016.

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 hereunto duly authorized.

Date: April 12, 2016	SPIRE CORPORATION
Date: June16, 2016	SPIRE CORPORATION
	By:	/s/ Rodger W. LaFavre
		Rodger W. LaFavre
		Chief Executive Officer and President

EXHIBIT INDEX

Exhibit No.		Exhibit Description
10.1		Agreement to Repay Deferred Compensation Payments, between and among Roger G. Little, David R. Blouin, Blouin & Company, Inc. and Spire Corporation, dated June 13, 2016
10.2		Mutual General Releases, between and among Roger Little, SPI-Trust, David R. Blouin, Blouin & Company, Inc. and Spire Corporation, dated June 13, 2016.

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