Current Report Filing (8-k)
April 09 2021 - 7:57AM
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):
April 8, 2021
Spectrum Global Solutions, Inc.
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(Exact name of registrant as specified in its charter)
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Nevada
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000-53461
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26-0592672
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(State or other jurisdiction
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(Commission File Number)
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(I.R.S. Employer
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of incorporation)
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Identification No.)
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980 N. Federal Highway, Suite 304, Boca Raton, Florida
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33432
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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: (407) 512-9102
N/A
Former name or former address, if changed since
last report
Securities registered or to be 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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N/A
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N/A
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N/A
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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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☐
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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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Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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Mark Porter
On April 8, 2021, the Board of Directors of Spectrum
Global Solutions, Inc. (the “Company”) appointed Mark Porter as a director of the Company, effective immediately.
Mr. Porter is currently the Chief Executive Officer
of the Company. Since January 2001, Mr. Porter has been President and Chief Executive Officer of HWN, Inc. (“High Wire Networks”).
With over two decades of technology industry experience, Mr. Porter is a channel veteran with extensive experience in pioneering new and
more innovative ways to deliver professional and managed services.
There are no family relationships between Mr.
Porter and any director or executive officer of the Company. As reported in the Current Report on Form 8-K filed by the Company on February
2, 2021, on January 27, 2021, the Company, HW Merger Sub, Inc., High Wire Networks and the stockholders of High Wire Networks (the “Stockholders”)
entered into an Agreement and Plan of Merger (the “Agreement”) whereby the Stockholders agreed to sell to the Company all
of the capital stock of High Wire Networks. Mr. Porter is a stockholder of High Wire Networks. The closing of the transaction contemplated
by the Agreement is subject to certain closing conditions, as set forth in the Agreement. Following such closing, High Wire Networks will
be a wholly-owned subsidiary of the Company.
Keith Hayter
Effective April 8, 2021, Keith Hayter resigned from his position as
the President of the Company. Mr. Hayter’s decision is not the result of a dispute or disagreement with the Company.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
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SPECTRUM GLOBAL SOLUTIONS, INC.
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April 9, 2021
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By:
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/s/ Mark Porter
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Name:
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Mark Porter
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Title:
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Chief Executive Officer
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