Current Report Filing (8-k)
May 22 2019 - 6:05AM
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): May 17, 2019
BSQUARE CORPORATION
(Exact name of Registrant as specified in its charter)
Washington
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000-27687
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91-1650880
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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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110 110
th
Ave NE, Suite 300
Bellevue, WA 98004
425-519-5900
(Address and Telephone Number of Registrant’s Principal Executive Offices)
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to
Section 12(b) of the Exchange 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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Common stock, no par value
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BSQR
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The NASDAQ Stock Market LLC (NASDAQ Global Market)
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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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company
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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.
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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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Effective May 17, 2019, Giles Frith, the Chief Operating Officer of BSQUARE Corporation (the “Company”), has stepped down. Pursuant to the terms of his employment agreement and a separation and release agreement between the Company and Mr. Frith, Mr. Frith will receive severance equal to six months of his current annual base salary, paid in accordance with the Company’s regular payroll schedule, and the Company will subsidize Mr. Frith’s COBRA premiums for six months. In addition, Mr. Frith will receive accelerated payment of his retention bonus in the amount $60,000 payable as a lump sum.
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.
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BSQUARE CORPORATION
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Date: May 21, 2019
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By:
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/s/ Peter J. Biere
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Peter J. Biere
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Chief Financial Officer, Secretary and Treasurer
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