Current Report Filing (8-k)
January 07 2021 - 4:31PM
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): December 31, 2020
Vislink
Technologies, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
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001-35988
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20-5856795
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer
Identification
No.)
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101
Bilby Road, Suite 15, Building 2
Hackettstown,
NJ 07840
(Address
of principal executive offices)
Registrant’s
telephone number, including area code: (941) 953-9035
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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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, par value $0.00001 per share
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VISL
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The
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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers
On
December 31, 2020, the board of directors of Vislink Technologies, Inc. (the “Company”) approved an amendment
(the “Amendment”) to the Company’s 2013 Long-Term Stock Incentive Plan (the “Plan”),
effective January 1, 2021. The Amendment removed a provision that no single participant may receive more than 25% of the total
shares awarded in any single year under the Plan, and also incorporates certain immaterial clarifying changes. The foregoing is
a summary description of the Amendment and is qualified in its entirety by reference to the full text thereof, which is filed
as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
On
December 31, 2020, Michael Bond, the Company’s Chief Financial Officer, received an award pursuant to the amended Plan of
368,715 restricted stock units (“RSUs”). The RSUs vest in three equal tranches on or prior to the fifth anniversary
of the grant date, subject to the Company achieving certain revenue levels in any trailing four-quarter fiscal period. The RSUs
will become fully vested if, during the 13 month period commencing on a change in control of the Company, the Company terminates
Mr. Bond’s employment without Cause (as defined in Mr. Bond’s Employment Agreement) or he terminates his employment
for Good Reason (as defined in Mr. Bond’s Employment Agreement).
Item
9.01. Financial Statements and Exhibits
(d)
Exhibits.
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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VISLINK
TECHNOLOGIES, INC.
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Date:
January 7, 2021
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By:
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/s/
Carleton M. Miller
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Name:
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Carleton
M. Miller
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Title:
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Chief
Executive Officer
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