Current Report Filing (8-k)
February 05 2020 - 4:02PM
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) January 30, 2020
ACORN
ENERGY, INC.
(Exact
name of Registrant as Specified in its Charter)
Delaware
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001-33886
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22-2786081
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(State
or Other Jurisdiction
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(Commission
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(IRS
Employer
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of
Incorporation)
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file
Number)
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Identification
No.)
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1000
N West Street, Suite 1200, Wilmington, Delaware
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19801
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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 (302) 656-1708
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:
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ]
Soliciting material pursuant to Rule 14a-2 under the Exchange Act (17 CFR 240.14a-2)
[ ]
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))
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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None
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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. [ ]
Item
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
On
January 30, 2020, the Registrant entered into a new consulting agreement (the “Consulting Agreement”) between Jan
H. Loeb and the Registrant extending its arrangements for compensation of Mr. Loeb for his services as President and CEO of the
Registrant and as principle executive officer of the Registrant’s OmniMetrix subsidiary in the capacity of Acting CEO.
Pursuant
to the Consulting Agreement, Mr. Loeb will receive cash compensation, effective retroactively as of January 1, 2020, of $16,000
per month for service as President and CEO of the Registrant, and an additional $10,000 per month for so long as he serves as
Acting CEO of OmniMetrix. Mr. Loeb also received a grant of options on January 30, 2020, to purchase 35,000 shares of the Registrant’s
common stock, which are exercisable at an exercise price equal to the December 31, 2019, closing price of the common stock of
$0.37 per share. Twenty-five percent (25%) of the options were vested immediately; the remaining options shall vest in three equal
increments on April 1, 2020, July 1, 2020 and October 1, 2020. The exercise period and other terms are otherwise substantially
the same as the terms of the options granted by the Registrant to its outside directors.
The
Consulting Agreement expires on December 31, 2020, unless terminated early as provided therein.
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 on this 5th day of February, 2020.
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ACORN
ENERGY, INC.
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By:
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/s/
Tracy S. Clifford
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Name:
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Tracy
S. Clifford
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Title:
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Chief
Financial Officer
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