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): June 5, 2021

 

 

 

Lowell Farms Inc.

 

(Exact name of registrant as specified in its charter)

 

 

 

British Columbia, Canada   000-56254   NA

(State or other jurisdiction

of incorporation

 

(Commission

file number)

 

(IRS Employer

Identification Number)

 

19 Quail Run Circle, Suite B

Salinas, California 93907

(Address of principal executive offices)

 

(831) 998-8214

(Registrant's telephone number, including area code)

 

 

 

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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbols Name of exchange on which registered
N/A N/A N/A

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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

 

(f) On June 5, 2021, the Compensation Committee of the Board of Directors approved fiscal year 2020 bonus awards for the executive officers listed in the table below. The amount of the bonus and resulting total compensation for such executive officers are as reflected below.

 

Name and Principal Position   Fiscal Year   Salary   Bonus  

Stock

Awards

  Option Awards  

Nonequity

incentive plan compensation  

  Nonqualified deferred compensation earnings   Total
Mark Ainsworth (2)
Chief Executive Officer
    2020     $ 250,000     $ 15,000     $ 38,205     $ 85,427     $ -     $ -     $ 388,632  
Jenny Montenegro
Chief Operating Officer
    2020     $ 121,875     $ 15,000     $ -     $ -     $ -     $ -     $ 136,875  
Kelly McMillin
Chief Compliance Officer
    2020     $ 131,794     $ 10,000     $ -     $ 10,438     $ -     $ -     $ 152,232  
Steve Neil
Former Chief Financial Officer
    2020     $ 220,833     $ 16,250     $ 63,675     $ 94,519     $ -     $ -     $ 395,277  

 

Item 7.01 Regulation FD Disclosure

 

The slide presentations attached hereto as Exhibits 99.1 and 99.2, and incorporated herein by reference, will be displayed on the website of Lowell Farms Inc. (the “Company”) starting on June 7, 2021 and may be used by the Company in presentations to existing and prospective investors and to analysts on or after June 7, 2021.

 

The investor presentation has been updated for current financial and operational information. The harvest report reflects the monthly results of flower harvests at each of our greenhouses. The current month’s results are preliminary pending actual results once the drying process has been completed. These preliminary results are adjusted to actual in the following month’s report.

 

In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01 of this Current Report on Form 8-K, including Exhibits 99.1 and 99.2 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits

           
Number Exhibit
99.1 Investor Presentation
99.2 Harvest Report

 

 

 

 

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.

 

 

Date: June 7, 2021   Lowell Farms Inc.
       
    By:   /s/ Brian Shure
        Name: Brian Shure
        Title:  Chief Financial Officer

 

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