Item 1.01 Entry into a Material Definitive Agreement

Approval of 2007 Equity Incentive Plan Award Agreement Forms

On December 27, 2007, the Board of Directors of SourceForge, Inc. (the “Company”) approved forms of a performance share award agreement, restricted stock award agreement, restricted stock unit award agreement, and stock option award agreement for use under the Company’s 2007 Equity Incentive Plan. Copies of the forms of award agreements are filed as Exhibits 10.1, 10.2, 10.3 and 10.4 to this report and are incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(c)
Exhibits.

Exhibit No.
 
Description
10.1
 
Form of SourceForge, Inc. 2007 Equity Incentive Plan Performance Share Award Agreement
10.2
 
Form of SourceForge, Inc. 2007 Equity Incentive Plan Restricted Stock Award Agreement
10.3
 
Form of SourceForge, Inc. 2007 Equity Incentive Plan Restricted Stock Unit Award Agreement
10.4
 
Form of SourceForge, Inc. 2007 Equity Incentive Plan Stock Option Award Agreement
10.5
 
SourceForge, Inc. 2007 Equity Incentive Plan (incorporated by reference to Appendix A to the Company’s Definitive Proxy Statement on Schedule 14A, filed on November 1, 2007 (SEC File No.: 000-28369))
 

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.

     
SOURCEFORGE, INC.
a Delaware corporation
       
 
 
By:
/s/ Patricia S. Morris
 
     
Patricia S. Morris
Senior Vice President and Chief Financial Officer

Date: December 28, 2007
 
 
EXHIBIT INDEX

Exhibit No.
 
Description
10.1
 
Form of SourceForge, Inc. 2007 Equity Incentive Plan Performance Share Award Agreement
10.2
 
Form of SourceForge, Inc. 2007 Equity Incentive Plan Restricted Stock Award Agreement
10.3
 
Form of SourceForge, Inc. 2007 Equity Incentive Plan Restricted Stock Unit Award Agreement
10.4
 
Form of SourceForge, Inc. 2007 Equity Incentive Plan Stock Option Award Agreement
10.5
 
SourceForge, Inc. 2007 Equity Incentive Plan (incorporated by reference to Appendix A to the Company’s Definitive Proxy Statement on Schedule 14A, filed on November 1, 2007 (SEC File No.: 000-28369))