UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 9,
REDHAWK HOLDINGS CORP.
(Exact name of registrant as specified in its charter)
|(State of Incorporation)
||(Commission File Number)
120 Rue Beauregard, Suite 206, Louisiana 70508
(Address of principal executive offices) (Zip Code)
(Company's telephone number, including area code)
(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:
☐ 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))
Securities registered pursuant to Section 12(b) of the Securities
Exchange Act of 1934:
Title of each class
Name of each exchange on which
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).
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.
Appointment of director
On September 9, 2019, the board of directors (the “Board”) of
RedHawk Holdings Corp. (the “Company”) approved the appointment of
Joseph R. Mohr to the Board effective October 15, 2019.
Mr. Mohr, 68 years of age, has over forty years of C-suite
executive experience including 30 years of executive supply chain
management and more than ten years of senior financial management.
Mr. Mohr previously held executive positions with various industry
leaders including Vice President of Global Procurement for Siemens
Healthcare Diagnostics and Senior Vice President and Chief
Purchasing Officer for Philips Electronics – Lighting Division. Mr.
Mohr is an honors graduate of North Central College with a Bachelor
of Arts degree with a concentration in Accounting and Business
Administration and an honors graduate of Keller Graduate School of
Management with a Masters of Business Administration - Finance
Mr. Mohr is expected to be appointed to both the Company’s Audit
Committee and its Compensation Committee. He is also expected to
oversee the development of the Company’s global supply chain
logistics and the Company’s continued move towards targeted ISO
There are no arrangements or understandings pursuant to which Mr.
Mohr was appointed to the Board, and there are no transactions
reportable pursuant to Item 404(a) of Regulation S-K under the
Securities Act of 1933 in connection with Mr. Mohr’s
A copy of the Company’s press release announcing the appointment of
Mr. Mohr is attached as Exhibit 99.1 to this Form 8-K.
Departure of director
On September 9, 2019, Andre F. Toce Sr. resigned his position as a
member of the Board, effective October 15, 2019, to pursue other
interests. Mr. Toce’s resignation was not the result of any
disagreement with the Company or the Board.
Item 9.01. Financial Statements and Exhibits.
Release issued September 9, 2019
Cautionary Statement Regarding Forward-Looking
This Current Report on Form 8-K contains forward-looking
statements. Forward-looking statements are all statements other
than statements of historical fact. Statements contained in this
Current Report on Form 8-K that are not historical facts may be
deemed to be forward-looking statements. The words “anticipate,”
“may,” “can,” “plans,” “believes,” “estimates,” “expects,”
“projects,” “targets,” “intends,” “likely,” “will,” “should,” “to
be,” “potential” and any similar expressions are intended to
identify those assertions as forward-looking statements.
Investors are cautioned that forward-looking statements are
inherently uncertain. Actual performance and results may differ
materially from that projected or suggested herein due to certain
risks and uncertainties. In evaluating forward-looking statements,
you should consider the various factors which may cause actual
results to differ materially from any forward-looking statements
including those listed in the “Risk Factors” section of our latest
Annual Report on Form 10-K. Further, the Company may make changes
to its business plans that could or will affect its results.
Investors are cautioned that the Company will undertake no
obligation to update any forward-looking statements.
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.
September 13, 2019
||RedHawk Holdings Corp.
/s/ G. Darcy
||Interim Chief Executive Officer and Chief
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