Current Report Filing (8-k)
July 16 2019 - 4:25PM
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,
2019
SECURITY DEVICES INTERNATIONAL
INC.
(Exact name of registrant as specified in its
charter)
Delaware
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333-132456
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71-1050654
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(State or other jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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107 Audubon Road, Suite 201 Wakefield, MA
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01880
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code
(978)
665-2721
____________________________________________________
(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))
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
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SDEV
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The Canadian Stock Exchange (CSE)
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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.
Dean Thrasher has resigned from the board of directors
effective July 9, 2019.
William B. Richards has been elected to the Board of Directors
effective July 9, 2019. He is expected to serve as Chair of the
Nominating/Governance Committee and as a member of the Strategic Planning
committee.
Beatrice Mitchell has been elected to the Board of Directors
effective July 9, 2019. She is expected to serve as Chair of the Strategic
Planning Committee and as a member of the Compensation Committee.
Herbert Hughes has been elected to the Board of Directors
effective July 9, 2019. He is expected to serve as chairman of the Audit
Committee and as a member of the Compensation Committee.
Stan Baumgartner, who holds an MBA and is a CPA, has been hired
effective July 15, 2019. It is anticipated that he will transition to be the
Companys full time Chief Financial Officer, following the filing of the
Companys financial statements for the quarter ended May 31, 2019 and regulatory
filings related thereto.
All directors and officers will be compensated pursuant to
proposed plans to be approved by the Compensation Committee and the Board.
See additional information related to these events in the
attached Exhibit 99.1.
Item 8.01 Other Events.
The Company recently reviewed the effectiveness of certain of
its chemical irritant self-defense projectiles in response to a complaint from
one user that he had received an ineffective round. The Company found no problem
with the Byrna Black rounds; however, the testing process led to refinement of
the Byrna Black formulation, and these changes have increased the effectiveness
of the rounds.
See additional information related to these events in the
attached Exhibit 99.1.
Item 9.01
Financial Statements and 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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Security Devices International Inc.
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(Registrant)
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Date
7/15/2019
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/s/Bryan Ganz
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(Signature)
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Name: Bryan
Ganz
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Title: Chief Executive Officer
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