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Date of Report (date of earliest event reported):         July 11, 2023 

 

 

 

 

 

 

(Former name or former 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):

 

 

Securities registered pursuant to Section 12(b) of the Act:

 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

Effective July 11, 2023, Amit Bhalla resigned as a director of the Company. Mr. Bhalla’s resignation from the Board of Directors (the “Board”) did not result from any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

 

 

The Board appointed Dana J. Moss as a Director, effective July 11, 2023. Ms. Moss will serve as a Director with a term of office expiring at the Company’s 2025 annual meeting of stockholders. The Board also appointed Ms. Moss to serve on the Board’s Audit Committee.

 

In connection with her appointment, Ms. Moss will receive 250,000 shares of non-restricted Common Stock.

 

There is no arrangement or understanding between Ms. Moss and any other person pursuant to which she was selected as a Director of the Company and there are no family relationships between Ms. Moss and any of the Company’s Directors or executive officers. There are no transactions to which the Company is a party and in which Ms. Moss has a direct or indirect material interest that would be required to be disclosed under Item 404(a) of Regulation S-K.

 

On July 13, 2023, the Company issued a press release relating to Ms. Moss’ appointment and Mr. Bhalla’s resignation as a Director. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.

 

 

(d) Exhibits.

 

 

 

 

 

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.