Current Report Filing (8-k)
July 13 2020 - 7:00AM
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):
July 9, 2020
BIOHITECH GLOBAL, INC.
(Exact Name of Registrant as
Specified in its Charter)
Delaware
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001-36843
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46-2336496
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(State of Organization)
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(Commission File Number)
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(I.R.S. Employer
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Identification No.)
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80 Red Schoolhouse Road, Suite 101,
Chestnut Ridge, NY 10977
(Address of principal executive offices)
Registrant’s telephone number, including
area code: 845-262-1081
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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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 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,
$0.0001 par value per share
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BHTG
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NASDAQ
Capital 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 (§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. Departure of Directors or Principal Officers;
Election of Directors; Appointment of Officers.
On July 9, 2020, Walter Littlejohn III
joined the Board of Directors of BioHiTech Global, Inc. (the “Company”). Mr. Littlejohn’s biographical information
is provided below. Mr. Littlejohn will be granted 27,027 Restricted Stock Units of the Company’s common stock that will vest
13,513 on January 1, 2021 and 13,514 on May 31, 2021, plus the reimbursement of out of pocket expenses in connection with attendance
of meetings of the Board of Directors.
Walter Littlejohn III, 51, Independent
Director. Mr. Littlejohn is presently and since March 2020 Senior Vice President and Managing Director of Crystal River Cruises,
a Miami Florida based division of Crystal Cruises and served as its Vice President and Managing director from June 2016 until his
appointment as Senior Vice President. Prior to joining Crystal Cruises and from March 2012, Mr. Littlejohn was Vice President –
Reservations with AmaWaterways, a Calabasas California based river cruise line. Prior thereto Mr. Littlejohn held various management
positions with Expedia, Chartwell Vacations and Carnival Cruise Lines. Mr. Littlejohn received a Bachelor of Science in Economics
from the Warton School of the University of Pennsylvania.
On July 10, 2020 The Company issued a press
release announcing the appointment of Walter Littlejohn III as Independent Director. A copy of the press release is attached as
Exhibit 99.1 to this current Report and is incorporated herein by Reference.
Item 9.01. Financial Statements and Exhibits.
(d)
SIGNATURES
Pursuant to the requirements
of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: July 13, 2020
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BIOHITECH GLOBAL, INC.
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By:
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/s/ Brian C. Essman
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Name:
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Brian C. Essman
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Title:
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Chief Financial Officer and Treasurer
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(Principal Financial and Accounting Officer)
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