Current Report Filing (8-k)
July 06 2017 - 9:29AM
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):
July 6, 2017
(June 30, 2017)
Nxt-ID,
Inc.
(Exact
name of registrant as specified in its charter)
Delaware
|
|
000-54960
|
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46-0678374
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(State
or other jurisdiction
of incorporation)
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|
(Commission
File Number)
|
|
(IRS
Employer
Identification No.)
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Nxt-ID,
Inc.
285
North Drive
Suite
D
Melbourne,
FL 32934
(Address
of principal executive offices) (Zip Code)
Registrant's
telephone number, including area code:
(203) 266-2103
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
5.02
|
Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers
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Appointment
of Director
Effective
June 30, 2017,
Nxt-ID, Inc.’s (the “Company”)
Board of Directors appointed Mr. Michael Orlando, Chief Operating Officer of the Company,
as a director to serve on the Board of Directors of the Company. There are no understandings or arrangements between Mr. Orlando
and any other person pursuant to which Mr. Orlando was selected as a director beyond the contractual undertaking of the Company
pursuant to the recent merger agreement wherein the Company acquired Fit-Pay, Inc., which was disclosed in a current report on
Form 8-K on May 30, 2017.
Resignation
of Director
On
July 5, 2017, Stanley E. Washington notified the Company that he would resign from his position as a Director of the Company,
effective immediately. Mr. Washington’s resignation was not the result of any disagreement with the Company.
Immediately
following his resignation, Mr. Washington will join the Advisory Board of the Company to consult with, and provide advice to,
the Company’s management
as part of our
primary focus on IoT products and services. Mr. Washington, a former American Express executive and CEO of Pantheon Business Consulting,
will lead our business development and overall growth initiatives in this area and will be focused on increasing the Company’s
strategic partnerships in an expanded leadership role.
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.
Date:
July 6, 2017
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NXT-ID, INC.
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By:
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/s/
Gino M. Pereira
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Name:
Gino M. Pereira
Title:
Chief Executive Officer
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3
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