Current Report Filing (8-k)
September 02 2016 - 11:51AM
Edgar (US Regulatory)
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)
August 31, 2016
Portlogic Systems Inc.
(Exact
name of registrant as specified in its charter)
Nevada
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333-151434
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20-2000407
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(State
or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification No.)
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2
Toronto Street, Suite 209, Toronto, Ontario, Canada
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M5C
2B5
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(Address
of principal executive offices)
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(Zip Code)
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Registrant’s
telephone number, including area code
(437) 886-2432
(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:
☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item
1.01 Entry into a Material Definitive Agreement
On
August 31, 2016, we entered into an Executive Appointee Agreement with Michael E. De Valera, who became our Chief Executive Officer
as of that date. The agreement provides that Mr. De Valera is to perform services as our Chief Executive Officer pursuant to the
directives of our Board of Directors. The services include developing strategies and vision, modeling and setting corporate culture,
building and overseeing our other senior officers, allocating capital to the company’s priorities, and representing us to
the public and capital markets. This agreement permits termination upon delivery of two weeks advance written notice by Mr. De
Valera. The Company may terminate this agreement at any time, without notice or payment in lieu of notice, for sufficient cause.
The
Executive Appointee Agreement between Michael E. De Valera and Portlogic Systems Inc. is filed as Exhibit 10.1 to this report,
incorporated herewith.
Item
5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers
On
August 31, 2016, Jueane Thiessen resigned as our Chief Executive Officer. Ms. Thiessen’s resignation was not a result of
any disagreement with us on any matter relating to our operations, policies or practices. Ms. Thiessen continues to serve as our
President, Principal Accounting Officer, Chief Financial Officer and Treasurer, and on our Board of Directors.
On
August 31, 2016, Michael E. De Valera was appointed as our Chief Executive Officer. We entered into an Executive Appointee Agreement
with Mr. Michael E. De Valera on August 31, 2016, which is described in Item 1.01 of this report and filed as Exhibit 10.1, and
is incorporated herewith.
Mr.
De Valera is an experienced technology executive and entrepreneur with more than 25 years’ extensive career in the development
of consulting practices specializing in managing IT needs for small and midsize corporates. From 1989 through 2016, Mr. De Valera
was the founder and President of Internet Computers Inc. and Technomedia Consulting Inc., two information technology service companies
that provided outsourced services and support to a highly varied and geographically dispersed client base spanning property development
and construction, design, venture capital, family offices, private client investment, and art. Mr. De Valera attended University
of Pennsylvania as a Wharton BA Finance undergraduate, majoring in Management and Economics, from 1983 to 1987.
Item 9.01
Financial Statements and Exhibits.
Exhibit No.
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Description
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10.1
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Executive Appointee Agreement between Michael E. De Valera and Portlogic Systems Inc. dated August 31, 2016
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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.
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Portlogic
Systems Inc.
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(Registrant)
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Date:
September 2, 2016
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/s/
Jueane Thiessen
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(Signature)
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Name:
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Jueane
Thiessen
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Title:
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Chief
Financial Officer
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