Current Report Filing (8-k)
May 25 2018 - 6:06AM
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 22, 2018
Comarco,
Inc.
(Exact
name of registrant as specified in its charter)
000-05449
(Commission File Number)
California
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95-2088894
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(State
or other jurisdiction
of incorporation)
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(I.R.S.
Employer
Identification No.)
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28202
Cabot Road, Suite 300
Laguna Niguel, California
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92677
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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: (949) 599-7400
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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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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On
May 22, 2018, Comarco, Inc.’s (the “Company”) President and Chief Executive Officer, Thomas W. Lanni, informed
the Company’s Board of Directors that he has accepted a position at another company beginning on June 4, 2018. Mr. Lanni’s
new employer is a private company that does not compete with the Company.
To
assist the Company during an initial transition period, and in the context of our prior disclosed initiatives to reduce company
expenses and to seek to maximize the value of the Company’s assets, Mr. Lanni will become the Company’s interim CEO
beginning on June 4, 2018 and will receive total compensation of $3,000 per month effective July 1, 2018.
Consistent
with our prior disclosures, the Company is pursuing initiatives to explore a range of options to maximize the value of the Company’s
assets, up to and including the sale of certain or all of the Company’s non-cash assets, the sale of the Company, and/or
leveraging the value of our established corporate structure by merging with another entity.
SIGNATURE
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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COMARCO,
INC.
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Date:
May 25, 2018
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By:
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/s/
THOMAS W. LANNI
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Thomas
W. Lanni
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President
and Chief Executive Officer
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