Current Report Filing (8-k)

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 18, 2016

BALLANTYNE STRONG, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-13906	47-0587703
(State or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File No.)	Identification No.)

13710 FNB Parkway, Suite 400

Omaha, Nebraska

68154

(Address of principal executive offices)

(Zip Code)

(402) 453-4444

(Registrant’s telephone number, including area code)

Not Applicable

(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 (see General Instruction A.2. below):

[ ] 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))

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) Election of Director

On January 18, 2016, the Board elected Ndamukong Suh to serve as an independent director until the 2016 Annual Meeting of Stockholders at which time it is anticipated that Mr. Suh will stand for election by the stockholders. Mr. Suh, 29, is an independent private investor. Mr. Suh is “independent” under the corporate governance requirements of the NYSE MKT.

There is no agreement or understanding between Mr. Suh and any other person pursuant to which he was elected to the Board. Mr. Suh is not a party to any transaction, or series of transactions, required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Mr. Suh will participate in the standard non-employee director compensation arrangements described in the Company’s proxy statement for its 2015 Annual Meeting of Stockholders, including: (a) an annual retainer of $25,000; (b) $1,500 for each Board meeting attended; (c) $500 for each Board meeting held via teleconferencing; and (d) an annual grant of restricted stock vesting the day preceding the next succeeding Annual Meeting of Stockholders. For 2015, this represented 6,651 shares.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
No.		Description

99.1		Press Release, dated January 19, 2016, announcing the appointment of Ndamukong Suh to the Board of Directors.

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.

	BALLANTYNE STRONG, INC.

Date: January 19, 2016	By:	/s/ Nathan D. Legband
		Nathan D. Legband
		Senior Vice President, Chief Financial Officer and Treasurer

Exhibit Index

Exhibit
No.		Description

99.1		Press Release, dated January 19, 2016, announcing the appointment of Ndamukong Suh to the Board of Directors.

Ndamukong Suh Appointed to Board of

Directors of Ballantyne Strong

OMAHA, Nebraska (January 19, 2016) – Ballantyne Strong, Inc. (NYSE MKT: BTN), a holding company with diverse business activities focused on serving the cinema, retail, financial and government markets, today announced that Ndamukong Suh has been appointed to its board of directors, effective January 18, 2016. Ndamukong Suh commented, “I’m honored to be appointed to the board of directors at Ballantyne Strong. This is a great responsibility that I do not take lightly. I look forward to working with my fellow board members to build long term shareholder value at Ballantyne Strong.”

Kyle Cerminara, Chairman and CEO of Ballantyne Strong, commented, “We are excited to welcome Ndamukong to the board of directors. Ndamukong has a demonstrated passion for business that rivals his passion for football. Ndamukong continues to have a distinguished career as a leader in the NFL. We believe that his experience and leadership ability will be a valuable addition to the board as we continue to execute on our strategic vision for Ballantyne Strong.”

Friend and mentor, Warren Buffett, Chairman and CEO of Berkshire Hathaway, commented “I once said that I was glad he’s not running against me for a board spot. I meant it. I believe that Ndamukong has a bright future as a businessman and I look forward to hearing about his many successes.”

“We are excited to have Ndamukong as an important part of the Miami Dolphins organization. I’m delighted that he has the opportunity to join the board of Ballantyne Strong. I’m supportive of Ndamukong both on and off the field,” commented Stephen Ross, Chairman and Founder of Related Companies and Chairman and Owner of the Miami Dolphins organization.

Mr. Suh, 29, has been a defensive tackle for the Miami Dolphins organization since the 2015 season. Prior to signing with the Miami Dolphins organization, Mr. Suh was a defensive tackle with the Detroit Lions organization from his rookie season in 2010 to his departure in 2015. Mr. Suh has been an investor and partner in numerous real estate and aviation projects and a strategic development partner and investor in numerous businesses. Mr. Suh is the founder of the Ndamukong Suh Family Foundation. Mr. Suh graduated from the University of Nebraska in 2009 with a Bachelor’s degree in Engineering focused on Construction Management.

About Ballantyne Strong, Inc. (www.strong-world.com)

Ballantyne Strong and its subsidiaries engage in diverse business activities including the design, integration and installation of technology solutions for a broad range of applications; development and delivery of out-of-home messaging, advertising and communications; manufacturing of projection screens; and providing managed services including monitoring of networked equipment. The Company focuses on serving the cinema, retail, financial, and government markets.

Forward-Looking Statements

Except for the historical information in this press release, it includes forward-looking statements that involve risks and uncertainties, including but not limited to, quarterly fluctuations in results; customer demand for the Company’s products; the development of new technology for alternate means of motion picture presentation; domestic and international economic conditions; the management of growth; and other risks detailed from time to time in the Company’s Securities and Exchange Commission filings. Actual results may differ materially from management’s expectations.

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